Hinge Health (HNGE) chair Mecklenburg sells 83,333 shares, converts Class B to A
Rhea-AI Filing Summary
Hinge Health director and Executive Chairman Gabriel Mecklenburg reported a planned mix of sales and conversions of Hinge Health, Inc. stock. On May 26, 2026, he sold a total of 83,333 shares of Class A Common Stock in open-market transactions at weighted average prices in the mid‑$50 range under a pre‑arranged Rule 10b5‑1 trading plan adopted on December 1, 2025. These sales were paired with the conversion of 83,333 shares of Class B Common Stock into Class A Common Stock. After these transactions, he continues to hold a substantial stake through 1,860,675 shares of Class B Common Stock directly, plus additional Class B holdings equivalent to 383,592 and 857,880 underlying Class A shares through a family trust and a GRAT, respectively, as well as 944,250 performance stock units that are noted but excluded from the share totals.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Exercise and Sale: 83,333 shares ($4.48M approx. pre-tax spread)
Exercise and Sale
7 txns
Insider
Mecklenburg Gabriel M.I.
Role
Director
Sold
83,333 shs ($4.48M)
Approx. gross sale proceeds
$4.48M
Approx. exercise cost
$0.00
Approx. pre-tax spread
$4.48M
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Class B Common Stock | 83,333 | $0.00 | $0.00 |
| Conversion | Class A Common Stock | 83,333 | $0.00 | $0.00 |
| Sale | Class A Common Stock | 47,330 | $53.3123 | $2.52M |
| Sale | Class A Common Stock | 30,803 | $54.2981 | $1.67M |
| Sale | Class A Common Stock | 5,200 | $55.2057 | $287K |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
Holdings After Transaction:
Class B Common Stock — 1,860,675 shares (Direct);
Class A Common Stock — 0 shares (Direct);
Class B Common Stock — 857,880 shares (Indirect, By GRAT);
Class B Common Stock — 383,592 shares (Indirect, By Family Trust)
Footnotes (6)
- F1. The sales reported in this line item were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 1, 2025.
- F2. Represents the weighted average sale price. The lowest price at which shares were sold was $52.86 and the highest price at which shares were sold was $53.85. 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 $53.87 and the highest price at which shares were sold was $54.865. 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 $54.93 and the highest price at which shares were sold was $55.39. 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. 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.
- F6. Excludes 944,250 performance stock units held by the Reporting Person.
Key Figures
Shares sold: 83,333 shares
Sale price range (tranche 1): $52.86–$53.85
Sale price range (tranche 2): $53.87–$54.865
+5 more
8 metrics
Shares sold
83,333 shares
Class A Common Stock sold in open market on May 26, 2026
Sale price range (tranche 1)
$52.86–$53.85
Weighted average sale price range noted in footnote F2
Sale price range (tranche 2)
$53.87–$54.865
Weighted average sale price range noted in footnote F3
Sale price range (tranche 3)
$54.93–$55.39
Weighted average sale price range noted in footnote F4
Shares converted
83,333 shares
Class B Common Stock converted into Class A Common Stock
Direct Class B holdings
1,860,675 shares
Class B Common Stock held directly after conversion transaction
Family trust underlying shares
383,592 shares
Underlying Class A shares from Class B held by family trust
GRAT underlying shares
857,880 shares
Underlying Class A shares from Class B held by GRAT
Key Terms
Rule 10b5-1 trading plan, Class B Common Stock, Class A Common Stock, GRAT, +1 more
5 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 December 1, 2025."
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..."
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.
Class A Common Stock financial
"underlying_security_title: "Class A Common Stock" ... underlying_security_shares: "83333.0000""
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
GRAT financial
"nature_of_ownership: "By GRAT""
performance stock units financial
"Excludes 944,250 performance stock units held by the Reporting Person."
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What did Hinge Health (HNGE) director Gabriel Mecklenburg do in this Form 4 filing?
Gabriel Mecklenburg reported selling 83,333 Hinge Health Class A shares and converting 83,333 Class B shares into Class A. These transactions were part of routine insider activity and disclosed to show changes in his ownership position.
Were Gabriel Mecklenburg’s Hinge Health (HNGE) stock sales pre-planned?
Yes. The filing states the sales were made under a Rule 10b5-1 trading plan adopted on December 1, 2025. Such plans pre-schedule trades, indicating these sales followed a preset program rather than ad hoc market timing decisions.
What stock conversion did Gabriel Mecklenburg report for Hinge Health (HNGE)?
He reported converting 83,333 shares of Class B Common Stock into 83,333 shares of Class A Common Stock. Each Class B share is convertible into one Class A share, according to the company’s amended and restated certificate of incorporation description in the filing.
What indirect Hinge Health (HNGE) holdings does Gabriel Mecklenburg report?
He reports indirect holdings of Class B Common Stock through a family trust and a GRAT. These positions are convertible into 383,592 and 857,880 underlying Class A shares, respectively, reflecting substantial additional exposure beyond his directly held Class B shares.