Tax withholding trims Hinge Health (NASDAQ: HNGE) CFO share count

Rhea-AI Filing Summary

Hinge Health, Inc. Chief Financial Officer James Budge reported a disposition of 4,614 shares of Class A Common Stock on a tax-withholding basis. The shares were relinquished to the company at $38.56 per share to cover federal and state tax obligations from vesting restricted stock units. Following this exempt transaction under Section 16b-3(e), Budge directly holds 396,813 shares of Class A Common Stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Budge James

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock	4,614	$38.56	$178K

Holdings After Transaction: Class A Common Stock — 396,813 shares (Direct)

Footnotes (1)

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Key Figures

Shares used for tax withholding: 4,614 shares Tax withholding share value: $38.56 per share Shares held after transaction: 396,813 shares +1 more

4 metrics

Shares used for tax withholding 4,614 shares Class A Common Stock disposed in exempt F-code transaction

Tax withholding share value $38.56 per share Value used for 4,614-share tax-withholding disposition

Shares held after transaction 396,813 shares Direct Class A Common Stock holdings after Form 4 event

Tax-withholding shares count 4,614 shares Reported as exempt under Section 16b-3(e)

Key Terms

Section 16b-3(e), restricted stock units, tax withholding obligations, Class A Common Stock

4 terms

Section 16b-3(e) regulatory

"Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability"

restricted stock units financial

"resulting from the vesting of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"to pay federal and state tax withholding obligations of the Reporting Person"

Class A Common Stock financial

"security_title: Class A Common Stock"

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.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED 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).

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^*

Budge James

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	04/01/2026		F(1)		4,614	D	$38.56	396,813	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were relinquished by the Reporting Person and cancelled by the Issuer in exchange for the Issuer's agreement to pay federal and state tax withholding obligations of the Reporting Person resulting from the vesting of restricted stock units.

	/s/ James Budge	04/01/2026
	** Signature of Reporting Person	Date
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)

FAQ

What insider transaction did Hinge Health (HNGE) report for its CFO?

Hinge Health CFO James Budge reported a tax-related disposition of 4,614 Class A Common Stock shares. The shares were surrendered to the company to satisfy federal and state withholding taxes arising from vesting restricted stock units, rather than sold in the open market.

Was the HNGE CFO’s Form 4 transaction an open-market sale of shares?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. Shares were relinquished and cancelled by Hinge Health in exchange for the company paying James Budge’s tax obligations from vesting restricted stock units, under Section 16b-3(e).

How many Hinge Health shares were used for the CFO’s tax withholding?

A total of 4,614 Class A Common Stock shares were used for tax withholding at a value of $38.56 per share. These shares were cancelled by Hinge Health to cover federal and state taxes related to vesting restricted stock units for James Budge.

How many Hinge Health (HNGE) shares does the CFO hold after this Form 4?

After the tax-withholding disposition, CFO James Budge directly holds 396,813 shares of Hinge Health Class A Common Stock. This figure reflects his position following cancellation of 4,614 shares used to satisfy tax obligations from vesting restricted stock units.

What is Section 16b-3(e) and how does it relate to the HNGE filing?

Section 16b-3(e) provides an exemption for certain insider transactions involving company equity used to pay taxes or exercise costs. In this case, Hinge Health’s CFO used 4,614 shares to cover tax liabilities from vesting restricted stock units under this exempt framework.