Healthcare Services Group (HCSG) director receives stock units in lieu of cash fees

Rhea-AI Filing Summary

Healthcare Services Group Inc. director Thomas Gerard Whalen acquired 102 shares-equivalent of common stock on a grant basis valued at $24.56 per unit. He elected to receive fully vested Deferred Stock Units (DSUs) instead of cash board fees under the 2020 Omnibus Incentive Plan. Following this award, he holds 5,357 DSUs in total, consisting of 1,969 unvested and 3,388 vested units. These DSUs will be settled in common shares ninety days after he leaves the Board, subject to any further deferral election.

Insider Trade Summary 10b5-1

1 transaction reported

Mixed 1 txn

Insider WHALEN THOMAS GERARD

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	102	$24.56	$3K

Holdings After Transaction: Common Stock — 5,357 shares (Direct, null)

Footnotes (1)

1. The reporting person has elected to receive fully vested shares of Deferred Stock Units ("DSUs") under the Issuer's 2020 Omnibus Incentive Plan in lieu of cash fees payable for service on the Issuer's Board of Directors and any committees thereof. The reporting person made this election in 2025 which applies to Director's fees earned in 2026 in compliance with the Issuer's blackout period guidelines. The number of shares represents the quotient of the amount of such fees divided by the Issuer's closing stock price on the date such fees would otherwise be paid, rounded up to the nearest whole share. Such DSUs will be settled in shares of common stock ninety days following separation of service from the Board. The reporting person may elect a further deferral beyond the Settlement Date pursuant to the rules of Code Section 409A. Amount represents 1,969 unvested DSUs and 3,388 vested DSUs.

Key Figures

DSUs granted: 102 units Grant valuation price: $24.56 per share Total DSUs after grant: 5,357 units +3 more

6 metrics

DSUs granted 102 units Deferred Stock Units received in lieu of 2026 board fees

Grant valuation price $24.56 per share Closing stock price used to calculate DSUs

Total DSUs after grant 5,357 units Director’s holdings following the reported award

Unvested DSUs 1,969 units Portion of total DSUs not yet vested

Vested DSUs 3,388 units Portion of total DSUs already vested

Settlement timing 90 days Period after board separation when DSUs settle in shares

Key Terms

Deferred Stock Units ("DSUs"), 2020 Omnibus Incentive Plan, blackout period guidelines, Code Section 409A

4 terms

Deferred Stock Units ("DSUs") financial

"The reporting person has elected to receive fully vested shares of Deferred Stock Units ("DSUs") under the Issuer's 2020 Omnibus Incentive Plan"

2020 Omnibus Incentive Plan financial

"Deferred Stock Units ("DSUs") under the Issuer's 2020 Omnibus Incentive Plan in lieu of cash fees"

blackout period guidelines regulatory

"made this election in 2025 which applies to Director's fees earned in 2026 in compliance with the Issuer's blackout period guidelines"

Code Section 409A regulatory

"The reporting person may elect a further deferral beyond the Settlement Date pursuant to the rules of Code Section 409A"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/02/2026 - 04:05 PM Accepted by SEC EDGAR 07/02/2026 - 04:04 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

WHALEN THOMAS GERARD

(Last) (First) (Middle)

3220 TILLMAN DR

SUITE 300

(Street)

BENSALEM PENNSYLVANIA 19020

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
HEALTHCARE SERVICES GROUP INC [ HCSG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/30/2026		A		102	A	$24.56(1)	5,357(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The reporting person has elected to receive fully vested shares of Deferred Stock Units ("DSUs") under the Issuer's 2020 Omnibus Incentive Plan in lieu of cash fees payable for service on the Issuer's Board of Directors and any committees thereof. The reporting person made this election in 2025 which applies to Director's fees earned in 2026 in compliance with the Issuer's blackout period guidelines. The number of shares represents the quotient of the amount of such fees divided by the Issuer's closing stock price on the date such fees would otherwise be paid, rounded up to the nearest whole share. Such DSUs will be settled in shares of common stock ninety days following separation of service from the Board. The reporting person may elect a further deferral beyond the Settlement Date pursuant to the rules of Code Section 409A.

2. Amount represents 1,969 unvested DSUs and 3,388 vested DSUs.

Remarks:

	Michael Harrity, by Power of Attorney	07/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did HCSG director Thomas Gerard Whalen report in this Form 4?

Director Thomas Gerard Whalen reported receiving 102 Deferred Stock Units instead of cash fees. The units were valued using a $24.56 share price and increase his total Deferred Stock Unit holdings to 5,357, split between vested and unvested awards.

Was the HCSG Form 4 transaction a market purchase or sale?

The transaction was not a market purchase or sale. It was a grant of 102 Deferred Stock Units received in lieu of cash director fees under Healthcare Services Group’s 2020 Omnibus Incentive Plan, classified as a grant or award acquisition.

How many Healthcare Services Group units does the director hold after this grant?

After the grant, the director holds 5,357 Deferred Stock Units. Footnotes state this amount includes 1,969 unvested DSUs and 3,388 vested DSUs, all reported as direct holdings linked to his board service compensation.

When will the reported HCSG Deferred Stock Units be settled into shares?

The Deferred Stock Units will be settled in common shares ninety days after the director’s separation from the Board. He may elect an additional deferral beyond that settlement date under Code Section 409A rules described in the compensation plan.

How was the number of HCSG Deferred Stock Units in this grant determined?

The number of units represents director fees divided by the issuer’s closing stock price on the payment date. That quotient is rounded up to the nearest whole share, resulting here in 102 Deferred Stock Units for the reported period’s board compensation.