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Hinge Health CEO sells 250K shares in plan

Hinge Health’s CEO and spouse converted Class B to Class A shares, sold 250,000 Class A shares, and made a 45,000‑share gift under a pre‑arranged Rule 10b5‑1 plan.

(Neutral)
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Form Type
4

Rhea-AI Filing Summary

Hinge Health, Inc. (HNGE) reported that CEO, co‑founder and major shareholder Daniel Antonio Perez and his spouse converted a total of 295,000 shares of Class B Common Stock into Class A Common Stock on September 10, 2026, then disposed of 250,000 Class A shares through open‑market sales and transferred 45,000 Class A shares as a bona fide gift. The sales were made under a Rule 10b5‑1 trading plan adopted on June 11, 2026, and Perez continued to hold 9,778,672 Class B shares directly and 208,445 Class B shares indirectly through his spouse after the reported conversions, excluding 3,777,002 performance‑based restricted stock units.

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Insider Perez Daniel Antonio
Role CEO & Co-Founder
Sold 250,000 shs ($22.36M)
Approx. gross sale proceeds $22.36M
Type Security Shares Price Value
Conversion Class B Common Stock F11, F12 145,000 $0.00 $0.00
Conversion Class B Common Stock F11 150,000 $0.00 $0.00
Conversion Class A Common Stock 145,000 $0.00 $0.00
Sale Class A Common Stock F1, F2 24,390 $88.2217 $2.15M
Sale Class A Common Stock F1, F3 24,599 $89.0192 $2.19M
Sale Class A Common Stock F1, F4 42,740 $90.0911 $3.85M
Sale Class A Common Stock F1, F5 7,171 $90.9473 $652K
Sale Class A Common Stock F1, F6 1,100 $91.5991 $101K
Gift Class A Common Stock 45,000 $0.00 $0.00
Conversion Class A Common Stock 150,000 $0.00 $0.00
Sale Class A Common Stock F1, F2 37,251 $88.2163 $3.29M
Sale Class A Common Stock F1, F7 35,303 $89.0106 $3.14M
Sale Class A Common Stock F1, F8 58,076 $90.033 $5.23M
Sale Class A Common Stock F1, F9 17,740 $90.7636 $1.61M
Sale Class A Common Stock F1, F10 1,630 $91.5997 $149K
Holdings After Transaction: Class B Common Stock — 9,778,672 contracts (Direct); Class B Common Stock — 208,445 contracts (Indirect, By Spouse); Class A Common Stock — 0 shares (Direct); Class A Common Stock — 35,470 shares (Indirect, By Spouse)
Footnotes (12)
  1. F1. The sales reported in this line item were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person and his spouse on June 11, 2026.
  2. F2. Represents the weighted average sale price. The lowest price at which shares were sold was $87.44 and the highest price at which shares were sold was $88.43. 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.
  3. F3. Represents the weighted average sale price. The lowest price at which shares were sold was $88.50 and the highest price at which shares were sold was $89.495. 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 $89.51 and the highest price at which shares were sold was $90.50. 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 $90.51 and the highest price at which shares were sold was $91.50. 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 $91.53 and the highest price at which shares were sold was $91.76. 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. Represents the weighted average sale price. The lowest price at which shares were sold was $88.44 and the highest price at which shares were sold was $89.43. 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.
  8. F8. Represents the weighted average sale price. The lowest price at which shares were sold was $89.44 and the highest price at which shares were sold was $90.43. 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.
  9. F9. Represents the weighted average sale price. The lowest price at which shares were sold was $90.44 and the highest price at which shares were sold was $91.42. 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.
  10. F10. Represents the weighted average sale price. The lowest price at which shares were sold was $91.45 and the highest price at which shares were sold was $91.72. 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.
  11. F11. 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.
  12. F12. Excludes 3,777,002 performance-based restricted stock units held by the Reporting Person.
Class B to Class A conversions (direct and spouse) 295,000 shares Class B Common Stock converted into Class A on September 10, 2026
Total Class A shares sold 250,000 shares Open‑market sales by Daniel Antonio Perez and spouse on September 10, 2026
Bona fide gift of Class A shares 45,000 shares Gift transfer reported on September 10, 2026
Direct Class B holdings after conversion 9,778,672 shares Class B Common Stock held directly by Daniel Antonio Perez following the reported transactions
Indirect Class B holdings after conversion 208,445 shares Class B Common Stock held indirectly through spouse after the reported transactions
Performance-based restricted stock units 3,777,002 units Performance‑based restricted stock units held by the reporting person and excluded from the post‑transaction Class B share count
Sale price range example $87.44–$88.43 per share Price range for one block of weighted average sales on September 10, 2026
Highest reported sale price range $91.45–$91.72 per share Upper end of the weighted average sale price ranges for reported sales
Rule 10b5-1 trading plan regulatory
"The sales reported in this line item were effected pursuant to a Rule 10b5-1 trading plan adopted"
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.
weighted average sale price financial
"Represents the weighted average sale price. The lowest price at which shares were sold was"
performance-based restricted stock units financial
"Excludes 3,777,002 performance-based restricted stock units held by the Reporting Person."
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
Class B Common Stock financial
"Each share of Class B Common Stock is convertible into one share of the lssuer's Class A Common Stock"
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.

FAQ

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

What insider transactions did HNGE’s CEO report on September 10, 2026?

He and his spouse converted 295,000 Class B shares into Class A shares, then disposed of 250,000 Class A shares through open‑market sales and transferred 45,000 Class A shares as a bona fide gift, all on September 10, 2026.

Were the September 10, 2026 HNGE share sales by the CEO under a Rule 10b5-1 plan?

Yes. The filing states that the sales were effected pursuant to a Rule 10b5‑1 trading plan adopted by Daniel Antonio Perez and his spouse on June 11, 2026.

How many HNGE shares did the CEO and spouse sell on September 10, 2026?

They reported total open‑market sales of 250,000 shares of Class A Common Stock on September 10, 2026, at various weighted average prices generally between the high‑$80s and low‑$90s per share.

What HNGE holdings does the CEO report after these transactions?

After the reported conversions, he holds 9,778,672 shares of Class B Common Stock directly and 208,445 Class B shares indirectly through his spouse, and the filing notes an additional 3,777,002 performance‑based restricted stock units that are excluded from that share count.

What gift of HNGE shares did the CEO report?

He reported a bona fide gift of 45,000 shares of Class A Common Stock on September 10, 2026. The gift carried no stated per‑share price in the filing.

What were the reported price ranges for the HNGE stock sales?

The filing reports weighted average sale prices with ranges including $87.44–$88.43, $88.50–$89.495, $89.51–$90.50, $90.51–$91.50, and up to about $91.45–$91.72 per share for different sale blocks.

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

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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*
Perez Daniel Antonio

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

(Street)
SAN FRANCISCO CALIFORNIA 94015

(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)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
CEO & Co-Founder
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/10/2026
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 Stock09/10/2026C145,000A$0145,000D
Class A Common Stock09/10/2026S(1)24,390D$88.2217(2)120,610D
Class A Common Stock09/10/2026S(1)24,599D$89.0192(3)96,011D
Class A Common Stock09/10/2026S(1)42,740D$90.0911(4)53,271D
Class A Common Stock09/10/2026S(1)7,171D$90.9473(5)46,100D
Class A Common Stock09/10/2026S(1)1,100D$91.5991(6)45,000D
Class A Common Stock09/10/2026G45,000D$00D
Class A Common Stock09/10/2026C150,000A$0185,470IBy Spouse
Class A Common Stock09/10/2026S(1)37,251D$88.2163(2)148,219IBy Spouse
Class A Common Stock09/10/2026S(1)35,303D$89.0106(7)112,916IBy Spouse
Class A Common Stock09/10/2026S(1)58,076D$90.033(8)54,840IBy Spouse
Class A Common Stock09/10/2026S(1)17,740D$90.7636(9)37,100IBy Spouse
Class A Common Stock09/10/2026S(1)1,630D$91.5997(10)35,470IBy Spouse
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(11)09/10/2026C145,000 (11) (11)Class A Common Stock145,000$09,778,672(12)D
Class B Common Stock(11)09/10/2026C150,000 (11) (11)Class A Common Stock150,000$0208,445IBy Spouse
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 and his spouse on June 11, 2026.
2. Represents the weighted average sale price. The lowest price at which shares were sold was $87.44 and the highest price at which shares were sold was $88.43. 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.
3. Represents the weighted average sale price. The lowest price at which shares were sold was $88.50 and the highest price at which shares were sold was $89.495. 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 $89.51 and the highest price at which shares were sold was $90.50. 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 $90.51 and the highest price at which shares were sold was $91.50. 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 $91.53 and the highest price at which shares were sold was $91.76. 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. Represents the weighted average sale price. The lowest price at which shares were sold was $88.44 and the highest price at which shares were sold was $89.43. 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.
8. Represents the weighted average sale price. The lowest price at which shares were sold was $89.44 and the highest price at which shares were sold was $90.43. 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.
9. Represents the weighted average sale price. The lowest price at which shares were sold was $90.44 and the highest price at which shares were sold was $91.42. 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.
10. Represents the weighted average sale price. The lowest price at which shares were sold was $91.45 and the highest price at which shares were sold was $91.72. 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.
11. 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.
12. Excludes 3,777,002 performance-based restricted stock units held by the Reporting Person.
/s/ James Budge, Attorney-in-Fact09/11/2026
** 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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