STOCK TITAN

Hinge Health chair sells 250K shares in plan

Hinge Health’s executive chairman converted and sold 250,000 Class A shares under a Rule 10b5-1 plan while retaining substantial Class B and trust-held positions.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Hinge Health, Inc. (HNGE) director and executive chairman Gabriel M.I. Mecklenburg converted 250,000 shares of Class B Common Stock into Class A Common Stock on September 11, 2026, then sold 250,000 Class A shares in multiple open-market trades at weighted average prices within $86.35–$90.61. The sales were effected under a Rule 10b5-1 trading plan adopted on June 12, 2026. Following the conversion, he held 1,944,004 Class B shares directly and additional Class B shares indirectly through a family trust and a GRAT, representing 383,592 and 857,880 underlying Class A shares, respectively.

Positive

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Negative

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Insider Mecklenburg Gabriel M.I.
Role Director
Sold 250,000 shs ($22.24M)
Approx. gross sale proceeds $22.24M
Type Security Shares Price Value
Conversion Class B Common Stock F7, F8 250,000 $0.00 $0.00
Conversion Class A Common Stock 250,000 $0.00 $0.00
Sale Class A Common Stock F1, F2 5,795 $87.024 $504K
Sale Class A Common Stock F1, F3 45,533 $88.1475 $4.01M
Sale Class A Common Stock F1, F4 113,707 $88.7251 $10.09M
Sale Class A Common Stock F1, F5 73,241 $89.7717 $6.57M
Sale Class A Common Stock F1, F6 11,724 $90.4564 $1.06M
holding Class B Common Stock F7 -- -- --
holding Class B Common Stock F7, F8 -- -- --
Holdings After Transaction: Class B Common Stock — 1,944,004 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)
  1. 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.
  2. F2. Represents the weighted average sale price. The lowest price at which shares were sold was $86.35 and the highest price at which shares were sold was $87.28. 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.
  3. F3. Represents the weighted average sale price. The lowest price at which shares were sold was $87.36 and the highest price at which shares were sold was $88.35. 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.
  4. F4. Represents the weighted average sale price. The lowest price at which shares were sold was $88.36 and the highest price at which shares were sold was $89.35. 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.
  5. F5. Represents the weighted average sale price. The lowest price at which shares were sold was $89.36 and the highest price at which shares were sold was $90.35. 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.
  6. F6. Represents the weighted average sale price. The lowest price at which shares were sold was $90.36 and the highest price at which shares were sold was $90.61. 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.
  7. F7. 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.
  8. F8. Reflects the transfer of 165,170 shares of Class B Common Stock transferred from the Reporting Person's GRAT to the Reporting Person on September 10, 2026.
Class B to Class A conversion 250,000 shares Class B Common Stock converted into Class A on September 11, 2026
Class A shares sold 250,000 shares Total Class A Common Stock sold in multiple open-market trades on September 11, 2026
Sale price range $86.35–$90.61 per share Lowest and highest prices across the weighted-average sale ranges
Direct Class B holdings after transaction 1,944,004 shares Class B Common Stock directly owned by Gabriel M.I. Mecklenburg after conversion
Underlying Class A via Family Trust 383,592 shares Underlying Class A shares represented by indirect Class B holdings through a family trust
Underlying Class A via GRAT 857,880 shares Underlying Class A shares represented by indirect Class B holdings through a GRAT
Net buy/sell shares 250,000 shares net sold Transaction summary shows net-sell direction of 250,000 shares
Rule 10b5-1 plan adoption date June 12, 2026 Date the trading plan governing these sales was adopted
Rule 10b5-1 trading plan regulatory
"The sales reported in this line item were effected pursuant to a Rule 10b5-1 trading plan"
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"
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"
GRAT financial
"Reflects the transfer of 165,170 shares of Class B Common Stock transferred from the Reporting Person's GRAT"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did HNGE’s executive chairman report in this Form 4 transaction?

Gabriel M.I. Mecklenburg reported converting 250,000 Class B shares into Class A and selling 250,000 Class A shares in multiple open-market trades on September 11, 2026, at weighted average prices between $86.35 and $90.61 per share.

Were the HNGE insider sales made under a Rule 10b5-1 trading plan?

Yes. The filing states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted by Gabriel M.I. Mecklenburg on June 12, 2026, and the Form 4’s Rule 10b5-1 checkbox is affirmed.

What conversion between HNGE share classes occurred in this Form 4?

Mecklenburg converted 250,000 shares of Class B Common Stock into 250,000 shares of Class A Common Stock. Each Class B share is convertible into one Class A share, as described in Hinge Health’s Amended and Restated Certificate of Incorporation.

At what prices were the HNGE Class A shares sold by the insider?

The sales occurred at weighted average prices with ranges by trade group: from $86.35–$87.28, $87.36–$88.35, $88.36–$89.35, $89.36–$90.35, and $90.36–$90.61 per share, according to the footnotes in the Form 4.

How many HNGE Class B shares does the insider hold directly after these transactions?

After the reported conversion, Gabriel M.I. Mecklenburg held 1,944,004 shares of Hinge Health Class B Common Stock directly, as shown in the post-transaction holdings line for that security.

What indirect HNGE holdings does the insider report through trusts?

Indirectly, Mecklenburg reports Class B Common Stock held by a Family Trust representing 383,592 underlying Class A shares and by a GRAT representing 857,880 underlying Class A shares, in addition to his direct holdings.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Mecklenburg Gabriel M.I.

(Last)(First)(Middle)
C/O HINGE HEALTH, INC.
455 MARKET STREET, SUITE 700

(Street)
SAN FRANCISCO CALIFORNIA 94105

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Hinge Health, Inc. [ HNGE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)XOther (specify below)
Exec. Chairman & Co-Founder
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/11/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock09/11/2026C250,000A$0250,000D
Class A Common Stock09/11/2026S(1)5,795D$87.024(2)244,205D
Class A Common Stock09/11/2026S(1)45,533D$88.1475(3)198,672D
Class A Common Stock09/11/2026S(1)113,707D$88.7251(4)84,965D
Class A Common Stock09/11/2026S(1)73,241D$89.7717(5)11,724D
Class A Common Stock09/11/2026S(1)11,724D$90.4564(6)0D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Class B Common Stock(7)09/11/2026C250,000 (7) (7)Class A Common Stock250,000$01,944,004(8)D
Class B Common Stock(7) (7) (7)Class A Common Stock383,592383,592IBy Family Trust
Class B Common Stock(7) (7) (7)Class A Common Stock857,880692,710(8)IBy GRAT
Explanation of Responses:
1. 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.
2. Represents the weighted average sale price. The lowest price at which shares were sold was $86.35 and the highest price at which shares were sold was $87.28. 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.
3. Represents the weighted average sale price. The lowest price at which shares were sold was $87.36 and the highest price at which shares were sold was $88.35. 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.
4. Represents the weighted average sale price. The lowest price at which shares were sold was $88.36 and the highest price at which shares were sold was $89.35. 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.
5. Represents the weighted average sale price. The lowest price at which shares were sold was $89.36 and the highest price at which shares were sold was $90.35. 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.
6. Represents the weighted average sale price. The lowest price at which shares were sold was $90.36 and the highest price at which shares were sold was $90.61. 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.
7. 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.
8. Reflects the transfer of 165,170 shares of Class B Common Stock transferred from the Reporting Person's GRAT to the Reporting Person on September 10, 2026.
/s/ James Budge, Attorney-in-Fact09/14/2026
** Signature of Reporting PersonDate
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)

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