Hinge Health (HNGE) chair Mecklenburg sells 83,334 shares after conversion
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Hinge Health, Inc. director and Executive Chairman & Co‑Founder Gabriel M.I. Mecklenburg reported an exercise‑and‑sell transaction involving 83,334 shares of Class A Common Stock. He converted 83,334 shares of Class B Common Stock into the same number of Class A shares and then sold 83,334 Class A shares in multiple open‑market trades.
The sales, executed at prices ranging from about $82.38 to $86.58 per share, were carried out under a pre‑arranged Rule 10b5‑1 trading plan adopted on December 1, 2025. After these transactions, Mecklenburg continues to hold significant exposure through direct Class B holdings and indirect interests via a family trust and a GRAT that are convertible into Class A shares.
Positive
- None.
Negative
- None.
Insights
Pre‑planned option-style conversion and sale looks like routine liquidity, not a directional bet.
Gabriel Mecklenburg converted 83,334 Class B shares into Class A and sold the same number in open‑market trades. Prices ranged from about $82.38 to $86.58 per share across several tranches, indicating execution over an intraday range.
A footnote states these sales were under a Rule 10b5‑1 trading plan adopted on December 1, 2025, suggesting the timing was pre‑scheduled rather than opportunistic. The Form 4 also shows substantial remaining interests via direct Class B stock and indirect holdings through a family trust and a GRAT, plus 944,250 performance stock units excluded from these counts.
Because the transactions are pre‑planned and the insider retains large ongoing exposure, this filing generally reads as routine portfolio management rather than a material change in insider sentiment. Future company filings may further detail how remaining derivative and performance-based positions evolve over subsequent reporting periods.
Insider Trade Summary 10b5-1
Net Seller: 83,334 shares ($7,087,529)
Net Sell
9 txns
Insider
Mecklenburg Gabriel M.I.
Role
null
Sold
83,334 shs ($7.09M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Class B Common Stock | 83,334 | $0.00 | -- |
| Conversion | Class A Common Stock | 83,334 | $0.00 | -- |
| Sale | Class A Common Stock | 3,500 | $82.968 | $290K |
| Sale | Class A Common Stock | 3,900 | $83.9454 | $327K |
| Sale | Class A Common Stock | 56,518 | $85.0031 | $4.80M |
| Sale | Class A Common Stock | 18,675 | $85.7535 | $1.60M |
| Sale | Class A Common Stock | 741 | $86.5078 | $64K |
| holding | Class B Common Stock | -- | -- | -- |
| holding | Class B Common Stock | -- | -- | -- |
Holdings After Transaction:
Class B Common Stock — 1,644,007 shares (Direct, null);
Class A Common Stock — 83,334 shares (Direct, null);
Class B Common Stock — 857,880 shares (Indirect, By GRAT)
Footnotes (1)
- 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. Represents the weighted average sale price. The lowest price at which shares were sold was $82.38 and the highest price at which shares were sold was $83.29. 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. Represents the weighted average sale price. The lowest price at which shares were sold was $83.40 and the highest price at which shares were sold was $84.33. 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. Represents the weighted average sale price. The lowest price at which shares were sold was $84.40 and the highest price at which shares were sold was $85.39. 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. Represents the weighted average sale price. The lowest price at which shares were sold was $85.40 and the highest price at which shares were sold was $86.38. 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. Represents the weighted average sale price. The lowest price at which shares were sold was $86.42 and the highest price at which shares were sold was $86.58. 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. 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. Excludes 944,250 performance stock units held by the Reporting Person.
Key Figures
Shares sold: 83,334 shares
Highest reported sale price: $86.58 per share
Lowest reported sale price: $82.38 per share
+4 more
7 metrics
Shares sold
83,334 shares
Total Class A shares sold in open-market trades on July 1, 2026
Highest reported sale price
$86.58 per share
Top of price range in one sale tranche
Lowest reported sale price
$82.38 per share
Bottom of price range in one sale tranche
Converted shares
83,334 shares
Class B shares converted into Class A before sales
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
Performance stock units
944,250 units
Performance stock units held, excluded from transaction totals
Key Terms
Rule 10b5-1 trading plan, GRAT, performance stock units, Class B Common Stock, +1 more
5 terms
Rule 10b5-1 trading plan financial
"The sales reported in this line item were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person"
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.
GRAT financial
"total_shares_following_transaction 857880.0000, direct_or_indirect I, 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.
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"
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 83334.0000"
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.
FAQ
What insider transactions did Hinge Health (HNGE) report for Gabriel Mecklenburg?
Gabriel Mecklenburg converted 83,334 shares of Class B Common Stock into Class A and sold 83,334 Class A shares in open‑market trades. These trades were reported on a Form 4 and represent a combined exercise‑and‑sell transaction on the same date.
Was Gabriel Mecklenburg’s HNGE stock sale under a Rule 10b5-1 plan?
Yes. A footnote explains the reported sales were effected under a Rule 10b5‑1 trading plan adopted on December 1, 2025. Such plans are pre‑arranged trading programs that allow insiders to sell stock on a preset schedule, reducing discretion over timing.
What indirect HNGE holdings does Gabriel Mecklenburg report through trusts?
He reports Class B Common Stock held indirectly by a family trust and a GRAT, convertible into 383,592 and 857,880 underlying Class A shares, respectively. These structures indicate significant ongoing indirect economic exposure beyond the directly traded Class A shares.
Does the Form 4 mention additional Hinge Health performance stock units for Gabriel Mecklenburg?
Yes. A footnote states that 944,250 performance stock units are held by Gabriel Mecklenburg but are excluded from the share totals in the reported transactions. Performance stock units typically convert into shares only if specified performance and vesting conditions are met.