[Form 4] Hinge Health, Inc. Insider Trading Activity
Rhea-AI Filing Summary
Insight Venture Partners affiliates, identified as a director and 10% owner of Hinge Health, Inc. (HNGE), reported on Form 4 that on December 1, 2025 they converted multiple blocks of Class B Common Stock into Class A Common Stock and then sold those Class A shares.
The reporting persons converted and sold 826,216, 19,659, 677,508 and 131,057 shares of Class B/Class A stock, respectively, through affiliated Insight investment funds, with each corresponding Class A position shown as reduced to zero following the sales at a reported price of $47.76 per share.
Footnotes describe that each share of Class B Common Stock was convertible into one share of Class A Common Stock and outline Insight’s fund and holding-company structure, noting that various Insight entities and managers may be deemed to share voting and dispositive power over these Hinge Health shares while generally disclaiming beneficial ownership beyond their pecuniary interests.
Positive
- None.
Negative
- None.
Insights
Large shareholder converted Class B to Class A and sold those shares, modestly reducing its economic stake while retaining significant holdings.
The filing shows several affiliated Insight entities, all related through a common control structure, converting blocks of Class B Common Stock into Class A Common Stock on
Despite these sales, the Insight entities continue to report indirect beneficial ownership of substantial Class A positions through derivative securities, including 4,681,897, 111,398, 3,839,211 and 742,658 underlying shares for the various funds. The filing clarifies a layered ownership structure in which multiple Insight entities and individuals may be deemed to share voting and dispositive power, while expressly disclaiming beneficial ownership beyond their pecuniary interests. This pattern suggests a partial liquidity event rather than a full exit by these holders.
The key item to watch over the near to medium term is whether similar conversions and sales recur from the remaining Class B and derivative-linked interests, given that Class B is convertible at any time and will also convert automatically upon specified events in the issuer’s charter. Any future Form 4s disclosing additional sales or large changes in the 9+ million indirectly held Class A-equivalent shares would further indicate how these affiliated funds are adjusting their exposure.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Class B Common Stock | 826,216 | $0.00 | -- |
| Conversion | Class B Common Stock | 19,659 | $0.00 | -- |
| Conversion | Class B Common Stock | 677,508 | $0.00 | -- |
| Conversion | Class B Common Stock | 131,057 | $0.00 | -- |
| Conversion | Class A Common Stock | 826,216 | $0.00 | -- |
| Conversion | Class A Common Stock | 19,659 | $0.00 | -- |
| Conversion | Class A Common Stock | 677,508 | $0.00 | -- |
| Conversion | Class A Common Stock | 131,057 | $0.00 | -- |
| Sale | Class A Common Stock | 826,216 | $47.76 | $39.46M |
| Sale | Class A Common Stock | 19,659 | $47.76 | $939K |
| Sale | Class A Common Stock | 677,508 | $47.76 | $32.36M |
| Sale | Class A Common Stock | 131,057 | $47.76 | $6.26M |
Footnotes (1)
- Held directly by Insight Venture Partners X, L.P. Held directly by Insight Venture Partners X (Co-Investors), L.P. Held directly by Insight Venture Partners (Cayman) X, L.P. Held directly by Insight Venture Partners (Delaware) X, L.P. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock. The Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events as described further in the Issuer's amended and restated certificate of incorporation. Insight Holdings Group, LLC ("Holdings") is the sole shareholder of Insight Venture Associates X, Ltd. ("IVA X Ltd"), which is the general partner of Insight Venture Associates X, L.P. ("IVA X"), which is the general partner of each of Insight Venture Partners X, L.P. ("IVP X"), Insight Venture Partners (Cayman) X, L.P. ("IVP Cayman X"), Insight Venture Partners (Delaware) X, L.P. ("IVP Delaware X") and Insight Venture Partners X (Co-Investors), L.P. ("IVP X Co-Investors," collectively with IVP X, IVP Cayman X and IVP Delaware X, the "IVP X Funds") (the IVP X Funds, collectively with Holdings, IVA X Ltd and IVA X, the "Insight Entities"). As a result, the amounts owned by each of the IVP X Funds may be deemed attributable to each of the other Insight Entities. Each of Jeffrey L. Horing, Deven Parekh, Jeffrey Lieberman and Michael Triplett is a member of the board of managers of Holdings and may be deemed to have shared voting and dispositive power over the shares held of record by the IVP X Funds. The foregoing is not an admission by any other Insight Entity that it is the beneficial owner of the shares held of record by the IVP X Funds. Each of the other Insight Entities, Messrs. Horing, Parekh, Lieberman and Triplett disclaims beneficial ownership of the shares held of record by the IVP X Funds, except to the extent of its/his pecuniary interest therein. On December 1, 2025, the reporting persons converted each share of Class B Common Stock into one share of Class A Common Stock. The Class B Common Stock was convertible into shares of Class A Common Stock upon the occurrence of certain events as described further in the Issuer's amended and restated certificate of incorporation.
