Health Catalyst, Inc. SEC Filings

Health Catalyst, Inc. is soliciting proxies for its 2026 Annual Meeting to be held virtually on July 16, 2026. Stockholders of record as of May 22, 2026 may vote on electing two Class I directors, ratifying Ernst & Young LLP as auditor, an advisory ``say-on-pay'' for 2025 executive compensation, and a charter restatement to phase out the classified board (annual elections beginning 2029), each with the voting thresholds described in the Proxy Statement.

The board recommends votes FOR all proposals. Proxy delivery will be electronic via the Notice of Internet Availability and the Company will file voting results on Form 8-K after the meeting.

Health Catalyst, Inc. amendment reports beneficial ownership stakes held by related reporting persons as of 03/31/2026. The filing shows Stoney Lonesome HF LP holds 6,079,539 shares (approximately 8.3%) and Drake Helix Holdings, LLC holds 227,706 shares (approximately 0.3%).

The filing states a total share count of 73,586,183 shares outstanding as of 03/05/2026 (source: issuer's Form 10-K). Related entities Coghill Capital Management, LLC and CDC Financial, Inc. are disclosed as holding or deemed to hold the combined positions, and Clint D. Coghill is identified as owning 1,100 shares directly.

Health Catalyst, Inc. reported weaker first-quarter 2026 results, highlighted by a large non-cash goodwill impairment. Total revenue was $70.8 million, down from $79.4 million a year earlier, with technology revenue at $49.5 million and professional services at $21.3 million.

Operating expenses rose sharply due to a $95.5 million goodwill impairment in the technology reporting unit, driving loss from operations to $106.5 million versus $20.2 million last year. Net loss widened to $111.0 million or $1.53 per share, compared with a $23.7 million loss or $0.35 per share.

Despite the loss, net cash provided by operating activities improved to $18.5 million from $0.3 million, and cash and cash equivalents rose to $59.9 million with short-term investments of $49.0 million. The company carried a variable-rate term loan with $160.4 million principal outstanding and total stockholders’ equity of $138.1 million as of March 31, 2026.

Health Catalyst, Inc. reported first quarter 2026 results showing lower revenue but stronger non-GAAP profitability alongside a major accounting charge. Total revenue was $70.8 million, down 11% from $79.4 million a year earlier, with gross margin improving to 39% from 36%.

The company recorded a sizeable $95.5 million goodwill impairment in its Technology reporting unit, driving a GAAP net loss of $111.0 million, or $1.53 per share, compared with a $23.7 million loss in 2025. Excluding non-cash and non-recurring items, Adjusted EBITDA rose 46% to $9.1 million and adjusted net income was $1.2 million, or $0.02 per diluted share.

Management issued guidance for 2026, expecting full-year revenue of $260–$265 million and Adjusted EBITDA of $30–$33 million, and highlighted a strategic reset of its operating model and ongoing migration from DOS to Ignite, which may cause some client churn and down-sell.

Nelson Steven H reported acquisition or exercise transactions in this Form 4 filing.

Health Catalyst, Inc. director Steven H. Nelson received an equity grant of 154,808 restricted stock units of common stock as compensation. The units were granted at no cash cost under the company’s 2019 Stock Option and Incentive Plan and are subject to multi‑year vesting.

According to the award terms, 33.33% of the RSUs will vest on May 1, 2027. The remaining 66.67% will then vest in two equal annual installments, so Nelson’s ability to receive all underlying shares depends on continued service through these future vesting dates.

Health Catalyst, Inc. director Steven H. Nelson filed an initial ownership report on Form 3. This filing establishes his status as a director and confirms that, as of this report, there are no buy, sell, or other insider transactions disclosed in the data provided.

Health Catalyst, Inc. notice of proposed sale under Form 144 regarding restricted stock. The filing lists three restricted stock dispositions by Benjamin Albert: 13,304 shares on 02/26/2026, 4,966 shares on 03/02/2026, and 70,455 shares on 03/10/2026, with proceeds shown for each transaction. The filing date is 05/01/2026.

Health Catalyst, Inc. CEO Albert Benjamin reported routine equity compensation activity. On April 29, 2026, he received an award of 1,124 performance-based restricted units (PRSUs) based on 2025 performance, with each PRSU representing a contingent right to one common share.

On May 1, 2026, 310 common shares were sold at $1.345 per share to cover tax withholding obligations tied to vesting of restricted stock units under the company’s equity plans. This sell-to-cover transaction was mandated by the company and was not a discretionary trade. Following these transactions, Benjamin directly holds 1,458,792 common shares.

Health Catalyst, Inc. filed Amendment No. 1 to its 2025 annual report to add detailed Part III information on directors, executive officers, corporate governance, and compensation. The filing reflects leadership changes, including Benjamin Albert becoming Chief Executive Officer and Daniel Burton’s retirement, plus departures of the Chief Commercial Officer and Chief Operating Officer.

Executive pay remains heavily performance-based, with about 87% of 2025 target CEO compensation and 82% for other named officers at risk through bonuses and equity. Annual bonuses for 2025 were delivered entirely in performance RSUs tied to client outcomes, growth, and Adjusted EBITDA; only 39% of these PRSUs vested after many growth targets fell below threshold.

Long-term PRSUs use three-year performance periods based on total shareholder return relative to the Russell 3000, revenue growth, and Adjusted EBITDA margin. For 2025, strong profitability drove Adjusted EBITDA of $41.4 million, above the $40.0 million threshold but below the $45.0 million target, while revenue growth and TSR underperformed, leading to partial vesting on performance awards.