Health In Tech insider grant links CEO pay to product launch milestones

Rhea-AI Filing Summary

Tim Johnson, the Chief Executive Officer, Director and 10% owner of Health In Tech, Inc. (HIT), was granted 34,000 restricted shares of Class A Common Stock on 08/15/2025. The shares were granted at $0 and are subject to performance-based vesting tied to the successful launch and full operation of two specified company programs: 50% vest monthly over 12 months after the first program is launched and operational, and the remaining 50% vest monthly over 12 months after the second program is launched and operational. After this grant the reporting person beneficially owns 22,469,741 shares, which the filing clarifies includes 62,193 restricted shares and 22,407,548 Class A shares and expressly excludes 9,000,000 Class B shares and 734,707 options to purchase Class A shares.

Positive

• Performance-based vesting ties the restricted stock grant to the successful launch and full operation of two specified company programs
• Granted shares at $0 are restricted rather than immediately sold, aligning CEO incentives with company milestones

Negative

• Beneficial ownership reporting excludes 9,000,000 Class B shares and 734,707 options, which may complicate simple Class A ownership interpretation
• Vesting contingent on future events means the shares are not presently vested and depend on unspecified program launch timing

Insights

Financial Analyst

TL;DR: CEO received a performance-vested grant of 34,000 restricted Class A shares tied to product launches, modest relative to total holdings.

The grant is structured as restricted stock with vesting contingent on two specified programs becoming launched and fully operational. This design aligns management incentives with operational milestones rather than immediate cash compensation. The reported post-grant beneficial ownership totals 22,469,741 shares, with the filing explicitly separating Class A, Class B, restricted shares and options. Given the size of the grant relative to total reported holdings, the immediate dilution or change in control economics appears limited based on the disclosed numbers.

Corporate Governance Expert

TL;DR: Grant ties executive compensation to operational milestones, reflecting governance focus on performance-based incentives.

The restricted share award vests only upon achievement of defined operational milestones, which is a governance mechanism to link pay to performance. The filing discloses the composition of the reporting person's holdings and explicitly excludes substantial Class B shares and outstanding options from the Class A beneficial ownership count, providing clarity on capital structure components relevant to control and voting discussions.

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
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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).

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^*

Johnson Tim Donald

(Last) (First) (Middle)

701 S. COLORADO AVE,

SUITE 1

(Street)

STUART FL 34994

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Health In Tech, Inc. [ HIT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/15/2025

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

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

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

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
Class A Common Stock	08/15/2025		A		34,000(1)	A	$0	22,469,741(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. Represent restricted shares of Class A Common Stock granted to the reporting person pursuant to the Health in Tech Equity Incentive Plan. Fifty percent (50%) of the shares of restricted stock granted to the reporting person shall vest in equal monthly installments over a twelve (12) month period commencing on the date that the first of two specified programs being developed by the Company is successfully launched and fully operational in the marketplace, and the remaining fifty percent (50%) shall vest in equal monthly installments over a twelve (12) month period commencing on the date that the other specified program being developed by the Company is successfully launched and fully operational in the marketplace.

2. Includes 62,193 shares of restricted stock and 22,407,548 shares of Class A Common Stock. Excludes 9,000,000 shares of Class B Common Stock and 734,707 options to purchase shares of Class A Common Stock.

	/s/ Tim Johnson	08/19/2025
	** 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.

FAQ

What transaction did Tim Johnson report on Form 4 for HIT?

The report discloses a grant of 34,000 restricted shares of Class A Common Stock to Tim Johnson on 08/15/2025.

How do the restricted shares vest for the CEO in HIT's Form 4?

Fifty percent of the restricted shares vest in equal monthly installments over 12 months after the first specified program is launched and fully operational; the remaining 50% vest similarly after the second program is launched and fully operational.

What is Tim Johnson's beneficial ownership after the reported transaction?

The filing reports 22,469,741 shares beneficially owned following the transaction, including 62,193 restricted shares and 22,407,548 Class A shares.

Are there other equity interests excluded from the reported Class A beneficial ownership?

Yes. The filing explicitly excludes 9,000,000 shares of Class B Common Stock and 734,707 options to purchase Class A Common Stock from the reported Class A beneficial ownership total.

Was there a purchase price reported for the granted restricted shares?

The transaction is reported with a price of $0, indicating these were granted restricted shares rather than a paid purchase.