Health Catalyst holder Palogic reveals 7.1% stake

Palogic-affiliated investors now hold 7.1% of HCAT and are pressing the board for clearer strategy, disclosure, and a defined path to profitable growth.

Rhea-AI Filing Summary

Health Catalyst, Inc. (HCAT) is the subject of an amended Schedule 13D filing by investment entities affiliated with Palogic, which report beneficial ownership of 5,374,949 shares of common stock, representing 7.1% of the company’s outstanding shares as of July 31, 2026.

The Palogic group—Palogic Value Fund, Palogic Value Management, Palogic Capital Management, and Ryan L. Vardeman—acquired these shares for an aggregate of approximately $11,790,874 in open‑market transactions. On September 4, 2026, Palogic Value Management sent a letter to Health Catalyst’s board applauding the VitalWare sale and requesting a clearer forward‑looking business plan, more detailed and separated R&D cost disclosure, enhanced revenue and business-metric disclosure, and discussion of capital allocation and the path to profitable growth.

Filing Explained

The added detail is control mechanics: shared voting authority is lower than shared disposition authority because 8,862 shares sit in managed accounts.

A Schedule 13D/A updates a report of ownership above 5%; this amendment reports that the Palogic reporting group beneficially owns 5,374,949 shares, or 7.1%, making its voting and disposition rights part of the disclosed ownership structure.

The filing reports 5,366,087 shares with shared voting power and 5,374,949 with shared dispositive power; Ryan L. Vardeman separately has sole voting power over 6,106 shares.

The filing says 8,862 shares are held in managed accounts and included in shared dispositive power, while the reported 7.1% is based on 75,256,381 shares outstanding as of July 31, 2026.

Key Figures

Shares beneficially owned: 5,374,949 shares Ownership percentage: 7.1% Shares outstanding: 75,256,381 shares +4 more

7 metrics

Shares beneficially owned 5,374,949 shares Health Catalyst common stock beneficially owned by the Palogic reporting persons

Ownership percentage 7.1% Portion of Health Catalyst common stock class beneficially owned by each reporting person

Shares outstanding 75,256,381 shares Health Catalyst common stock outstanding as of July 31, 2026

Aggregate purchase cost $11,790,874 Total consideration, including commissions, to acquire 5,374,949 shares in open‑market transactions

Shares held by Palogic Value Fund, LP 5,366,087 shares Portion of HCAT shares held in the Palogic Value Fund, LP

Shares in managed accounts 8,862 shares HCAT shares held by certain Palogic-managed accounts

Shares held in Vardeman IRA 6,106 shares Health Catalyst shares held in Ryan L. Vardeman’s IRA account

Key Terms

beneficially owned, shared voting power, shared dispositive power, Schedule 13D, +1 more

5 terms

beneficially owned financial

"The aggregate number and percentage of the class of securities identified ... beneficially owned by each Reporting Person"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

shared voting power financial

"Number of Shares Beneficially Owned by Each Reporting Person With: Shared Voting Power 5,366,087.00"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

shared dispositive power financial

"Number of Shares Beneficially Owned by Each Reporting Person With: Shared Dispositive Power 5,374,949.00"

Schedule 13D regulatory

"If the filing person has previously filed a statement on Schedule 13D to report the acquisition"

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

Managed Accounts financial

"shares of Common Stock of the Issuer held by the Managed Accounts"

Managed accounts are collections of investments owned by an individual or institution but run day-to-day by a professional who buys, sells and allocates assets according to an agreed plan. They matter to investors because they provide tailored oversight, active risk control and potential tax efficiency—like hiring a personal chef to manage your diet—while fees and the manager’s skill directly affect returns.

FAQ

How much of Health Catalyst, Inc. (HCAT) do the Palogic reporting persons own?

The Palogic reporting persons beneficially own 5,374,949 shares of Health Catalyst common stock, representing 7.1% of the outstanding shares based on 75,256,381 shares outstanding as of July 31, 2026.

What did the Palogic group pay for their HCAT stake?

The reporting persons state they spent an aggregate of approximately $11,790,874, including commissions, to acquire 5,374,949 Health Catalyst common shares in various open‑market transactions.

What is the purpose of the Palogic group’s involvement with HCAT?

Palogic Value Management sent a letter on September 4, 2026 applauding Health Catalyst’s VitalWare sale and requesting a clear forward‑looking business plan, detailed and separated R&D costs, enhanced revenue and business-metric disclosure, and clarification of capital allocation and the path to profitable growth.

How are the Palogic-held HCAT shares distributed among entities?

The filing notes 5,366,087 shares are held by Palogic Value Fund, LP and 8,862 shares by certain separately managed accounts. Ryan L. Vardeman’s IRA holds 6,106 shares, which are included in his beneficial ownership but not voted by Palogic Value Management.

What voting and dispositive power does the Palogic group report over HCAT shares?

Palogic entities report 0 sole voting power and 5,366,087 shared voting power over Health Catalyst shares, with 5,374,949 shares subject to shared dispositive power across the Palogic group and related managed accounts.

Who are the reporting persons in this Schedule 13D/A for HCAT?

The reporting persons are Palogic Value Management, Palogic Value Fund, LP, Palogic Capital Management, LLC, and Ryan L. Vardeman, who together report beneficial ownership of 5,374,949 Health Catalyst common shares, or 7.1% of the class.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/08/2026 - 05:05 PM Accepted by SEC EDGAR 09/08/2026 - 05:04 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)

Health Catalyst, Inc.

(Name of Issuer)

Common Stock, par value $0.001 per share

(Title of Class of Securities)

42225T107

(CUSIP Number)

Ryan L. Vardeman
8333 Douglas Ave, Suite 775
Dallas, TX, 75225
(214) 871-2700

Kellie Bobo
98 San Jacinto Blvd, Suite 1500
Austin, TX, 78701
(512) 867-8411

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

09/04/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 42225T107

1

Name of reporting person

Palogic Value Management, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 5,366,087.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 5,374,949.00

11

Aggregate amount beneficially owned by each reporting person

5,374,949.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.1 %

14

Type of Reporting Person (See Instructions)

IA, HC, PN

Comment for Type of Reporting Person:

(1) The figures in: (a) Items 8, 10, and 11 include 5,366,087 shares of Common Stock of the Issuer held by Palogic Value Fund, LP, and (b) Items 10 and 11 also include 8,862 shares of Common Stock of the Issuer held by certain separately managed accounts (collectively, the "Managed Accounts"). (2) The figure in Item 13 is based upon 75,256,381 shares of Common Stock of the Issuer, par value $0.001 per share ("Common Stock") of Health Catalyst, Inc. (the "Issuer") outstanding as of July 31, 2026, as disclosed in the Issuer's quarterly report on Form 10-Q for the quarterly period ended June 30, 2026, filed by the Issuer with the U.S. Securities and Exchange Commission (the "SEC") on August 6, 2026.

SCHEDULE 13D

CUSIP Number(s): 42225T107

1

Name of reporting person

Palogic Value Fund, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

WC

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 5,366,087.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 5,366,087.00

11

Aggregate amount beneficially owned by each reporting person

5,366,087.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.1 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

The figure in Item 13 is based upon 75,256,381 shares of Common Stock of the Issuer outstanding as of July 31, 2026, as disclosed in the Issuer's quarterly report on Form 10-Q for the quarterly period ended June 30, 2026, filed by the Issuer with the SEC on August 6, 2026.

SCHEDULE 13D

CUSIP Number(s): 42225T107

1

Name of reporting person

Palogic Capital Management, LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 0.00
8	Shared Voting Power 5,366,087.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 5,374,949.00

11

Aggregate amount beneficially owned by each reporting person

5,374,949.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.1 %

14

Type of Reporting Person (See Instructions)

HC, OO

Comment for Type of Reporting Person:

(1) The figures in: (a) Items 8, 10, and 11 include 5,366,087 shares of Common Stock of the Issuer held by Palogic Value Fund, LP, and (b) Items 10 and 11 include 8,862 shares of Common Stock of the Issuer held by the Managed Accounts. (2) The figure in Item 13 is based upon 75,256,381 shares of Common Stock of the Issuer outstanding as of July 31, 2026, as disclosed in the Issuer's quarterly report on Form 10-Q for the quarterly period ended June 30, 2026, filed by the Issuer with the SEC on August 6, 2026.

SCHEDULE 13D

CUSIP Number(s): 42225T107

1

Name of reporting person

Ryan L. Vardeman

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF, OO

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 6,106.00
8	Shared Voting Power 5,366,087.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 5,374,949.00

11

Aggregate amount beneficially owned by each reporting person

5,374,949.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

7.1 %

14

Type of Reporting Person (See Instructions)

IN, HC

Comment for Type of Reporting Person:

(1) The figure in Item 7 includes 6,106 shares of Common Stock of the Issuer held in an IRA of Mr. Vardeman, which account is managed by Palogic Value Management, but for which Palogic Value Management does not exercise voting authority. (2) The figures in: (a) Items 8, 10, and 11 include 5,366,087 shares of Common Stock of the Issuer held by Palogic Value Fund, LP, and (b) Items 10 and 11 include 8,862 shares of Common Stock of the Issuer held by the Managed Accounts. (3) The figure in Item 13 is based upon 75,256,381 shares of Common Stock of the Issuer outstanding as of July 31, 2026, as disclosed in the Issuer's quarterly report on Form 10-Q for the quarterly period ended June 30, 2026, filed by the Issuer with the SEC on August 6, 2026.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.001 per share
(b)	Name of Issuer: Health Catalyst, Inc.
(c)	Address of Issuer's Principal Executive Offices: 10897 South River Front Parkway, #300, South Jordan, UTAH , 84095.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 is hereby amended and restated in its entirety as follows: "The Reporting Persons expended an aggregate of approximately $11,790,874 (including commissions) to acquire 5,374,949 shares of Common Stock of the Issuer in various open market transactions. The funds used to acquire the shares of Common Stock of the Issuer held by Palogic Value Fund were derived from the general working capital of Palogic Value Fund. The funds used to acquire the shares of Common Stock of the Issuer held by the Managed Accounts were derived from the general working capital or personal funds of the Managed Accounts or their ultimate owners."
Item 4.	Purpose of Transaction
	Item 4 is hereby amended and supplemented as follows: "On September 4, 2026, Palogic Value Management sent a letter (the "September 2026 Letter") to the Board of Directors of the Issuer following the Issuer's VitalWare sale. In the September 2026 Letter, Palogic Value Management applauded the sale and requested that the Board of Directors of the Issuer provide investors a clear, forward-looking business plan. Palogic Value Management further requested that the plan include specific and separated research and development costs, that the Issuer enhance disclosure regarding its revenue and related business metrics, and posed questions to the Board of Directors of the Issuer concerning its capital allocation framework and path to profitable growth. The foregoing description of the September 2026 Letter does not purport to be complete and is qualified in its entirety by the full text of the September 2026 Letter, which is attached hereto as Exhibit 99.4 and incorporated herein by reference."
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) is hereby amended and restated in its entirety as follows: "The aggregate number and percentage of the class of securities identified pursuant to Item 1 beneficially owned by each Reporting Person is stated in Items 11 and 13 on the cover page(s) hereto."
(b)	Item 5(b) is hereby amended and restated in its entirety as follows: "(b) Number of shares as to which each Reporting Person has: (i) sole power to vote or to direct the vote: See Item 7 on the cover page(s) hereto. (ii) shared power to vote or to direct the vote: See Item 8 on the cover page(s) hereto. (iii) sole power to dispose or to direct the disposition of: See Item 9 on the cover page(s) hereto. (iv) shared power to dispose or to direct the disposition of: See Item 10 on the cover page(s) hereto."
(c)	Item 5(c) is hereby amended and restated in its entirety as follows: "Other than as set forth on Annex A hereto, which is incorporated herein by reference, there have been no transactions in the class of securities reported on that were effected by the Reporting Persons during the past sixty days or since the most recent filing of Schedule 13D, whichever is less."
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	Item 6 is hereby amended and restated in its entirety as follows: "The information set forth in Item 4 of this Schedule 13D is incorporated herein by reference. Except as otherwise described herein, no Reporting Person has any contract, arrangement, understanding or relationship with any person with respect to the Common Stock of the Issuer or any other securities of the Issuer."
Item 7.	Material to be Filed as Exhibits.
	Item 6 is hereby amended and restated in its entirety as follows: "Exhibit 99.1 A Joint Filing Agreement (incorporated by reference to Exhibit 99.1 to the Schedule 13D filed on June 22, 2026, by the Reporting Persons with the SEC). Exhibit 99.2 Annex A - Recent Transactions by the Reporting Persons in the Securities of the Issuer (filed herewith). Exhibit 99.3 Letter to the Issuer (incorporated by reference to Exhibit 99.3 to the Schedule 13D filed on June 22, 2026, by the Reporting Persons with the SEC). Exhibit 99.4 September 2026 Letter to the Issuer (filed herewith)."

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Palogic Value Management, LP

Signature:	Palogic Capital Management, LLC
Name/Title:	General Partner
Date:	09/08/2026

Signature:	/s/ Ryan L. Vardeman
Name/Title:	Sole Member of the General Partner
Date:	09/08/2026

Palogic Value Fund, LP

Signature:	Palogic Value Management, LP
Name/Title:	General Partner
Date:	09/08/2026

Signature:	Palogic Capital Management, LLC
Name/Title:	General Partner of the General Partner
Date:	09/08/2026

Signature:	/s/ Ryan L. Vardeman
Name/Title:	Sole Member of the General Partner of the General Partner
Date:	09/08/2026

Palogic Capital Management, LLC

Signature:	/s/ Ryan L. Vardeman
Name/Title:	Sole Member
Date:	09/08/2026

Ryan L. Vardeman

Signature:	/s/ Ryan L. Vardeman
Name/Title:	Ryan L. Vardeman
Date:	09/08/2026