Hinge Health chair sells 150K shares in plan
Hinge Health, Inc. director and executive chairman Gabriel M.I.
Rhea-AI Filing Summary
Hinge Health, Inc. director and executive chairman Gabriel M.I. Mecklenburg reported converting 150,000 shares of Class B Common Stock into 150,000 shares of Class A Common Stock on September 14, 2026, and selling 150,000 Class A shares in multiple open-market transactions on the same date under a Rule 10b5-1 trading plan adopted on June 12, 2026. The sales occurred at weighted-average prices ranging from the high‑$80s to mid‑$90s per share. After these transactions, he held 1,844,004 Class B shares directly, plus additional Class B shares held indirectly through a family trust and a grantor retained annuity trust, each convertible into Class A on a one‑for‑one basis or as otherwise stated.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Exercise and sale activity reported; no spread calculated
Exercise and Sale
10 txns
Insider
Mecklenburg Gabriel M.I.
Role
Director
Sold
150,000 shs ($13.98M)
Approx. gross sale proceeds
$13.98M
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Class B Common Stock F8 | 150,000 | $0.00 | $0.00 |
| Conversion | Class A Common Stock | 150,000 | $0.00 | $0.00 |
| Sale | Class A Common Stock F1, F2 | 2,800 | $88.9793 | $249K |
| Sale | Class A Common Stock F1, F3 | 11,700 | $91.0924 | $1.07M |
| Sale | Class A Common Stock F1, F4 | 16,540 | $91.9197 | $1.52M |
| Sale | Class A Common Stock F1, F5 | 56,161 | $92.9957 | $5.22M |
| Sale | Class A Common Stock F1, F6 | 33,501 | $94.0326 | $3.15M |
| Sale | Class A Common Stock F1, F7 | 29,298 | $94.7033 | $2.77M |
| holding | Class B Common Stock F8 | -- | -- | -- |
| holding | Class B Common Stock F8 | -- | -- | -- |
Holdings After Transaction:
Class B Common Stock — 1,844,004 contracts (Direct);
Class A Common Stock — 0 shares (Direct);
Class B Common Stock — 383,592 contracts (Indirect, By Family Trust);
Class B Common Stock — 692,710 contracts for 857,880 underlying shares (Indirect, By GRAT)
Footnotes (8)
- F1. The sales reported in this line item were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 12, 2026.
- F2. Represents the weighted average sale price. The lowest price at which shares were sold was $88.75 and the highest price at which shares were sold was $89.52. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or its stockholders, full information regarding the total number of shares sold at each separate price within the range set forth herein.
- F3. Represents the weighted average sale price. The lowest price at which shares were sold was $90.45 and the highest price at which shares were sold was $91.43. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or its stockholders, full information regarding the total number of shares sold at each separate price within the range set forth herein.
- F4. Represents the weighted average sale price. The lowest price at which shares were sold was $91.46 and the highest price at which shares were sold was $92.45. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or its stockholders, full information regarding the total number of shares sold at each separate price within the range set forth herein.
- F5. Represents the weighted average sale price. The lowest price at which shares were sold was $92.46 and the highest price at which shares were sold was $93.45. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or its stockholders, full information regarding the total number of shares sold at each separate price within the range set forth herein.
- F6. Represents the weighted average sale price. The lowest price at which shares were sold was $93.46 and the highest price at which shares were sold was $94.45. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or its stockholders, full information regarding the total number of shares sold at each separate price within the range set forth herein.
- F7. Represents the weighted average sale price. The lowest price at which shares were sold was $94.48 and the highest price at which shares were sold was $94.79. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or its stockholders, full information regarding the total number of shares sold at each separate price within the range set forth herein.
- F8. Each share of Class B Common Stock is convertible into one share of the lssuer's Class A Common Stock at any time, at the election of the holder or automatically upon certain transfers, whether or not for value, or upon the occurrence of certain events or conditions described in the Issuer's Amended and Restated Certificate of Incorporation.
Key Figures
Class B to Class A conversion: 150,000 shares converted
Class A shares sold: 150,000 shares
Sale prices (weighted-average examples): $88.98 to $94.70 per share
+4 more
7 metrics
Class B to Class A conversion
150,000 shares converted
Class B converted into Class A on September 14, 2026
Class A shares sold
150,000 shares
Total Class A shares sold in multiple transactions on September 14, 2026
Sale prices (weighted-average examples)
$88.98 to $94.70 per share
Weighted-average prices for separate sale blocks on September 14, 2026
Direct Class B holdings after conversion
1,844,004 shares
Direct Class B position reported after the September 14, 2026 conversion
Underlying Class A via family trust
383,592 shares
Underlying Class A equivalent from Class B held indirectly by a family trust
Underlying Class A via GRAT
857,880 shares
Underlying Class A equivalent from Class B held indirectly by a grantor retained annuity trust
Rule 10b5-1 plan adoption date
June 12, 2026
Date the pre-arranged trading plan governing the sales was adopted
Key Terms
Rule 10b5-1 trading plan, Class B Common Stock, weighted average sale price, Grantor Retained Annuity Trust
4 terms
Rule 10b5-1 trading plan regulatory
"The sales reported in this line item were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 12, 2026."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
Class B Common Stock financial
"Each share of Class B Common Stock is convertible into one share of the Issuer's Class A Common Stock at any time, at the election of the holder or automatically upon certain transfers."
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
weighted average sale price financial
"Represents the weighted average sale price. The lowest price at which shares were sold was $88.75 and the highest price at which shares were sold was $89.52."
Grantor Retained Annuity Trust financial
"By GRAT"
A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transactions did HNGE report for Gabriel Mecklenburg on September 14, 2026?
He converted 150,000 Class B shares into 150,000 Class A shares and sold 150,000 Class A shares in multiple open-market transactions on September 14, 2026, as disclosed for HNGE.
Was the HNGE insider’s sale made under a Rule 10b5-1 trading plan?
Yes. The filing states the reported sales were effected pursuant to a Rule 10b5-1 trading plan adopted by Gabriel Mecklenburg on June 12, 2026, indicating the trades followed a pre-arranged plan.
What indirect HNGE holdings does Gabriel Mecklenburg report?
He reports indirect ownership of Class B shares held by a family trust representing 383,592 underlying Class A shares and by a grantor retained annuity trust representing 857,880 underlying Class A shares, all convertible from Class B under the company’s charter terms.
What is the conversion feature of HNGE’s Class B Common Stock mentioned in this filing?
Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the holder’s election or automatically upon certain transfers or events described in Hinge Health’s Amended and Restated Certificate of Incorporation.
AI-generated analysis. How Rhea-AI works. Not financial advice.
