Hinge Health (HNGE) CFO uses 4,614 shares to cover tax withholding

Rhea-AI Filing Summary

Hinge Health, Inc. Chief Financial Officer James Budge reported a routine share disposition tied to tax withholding obligations. On May 1, 2026, 4,614 shares of Class A Common Stock were relinquished and cancelled at an indicated value of $44.60 per share to cover federal and state taxes from vesting restricted stock units.

The footnote explains this exempt transaction was processed under Section 16b-3(e), with the issuer agreeing to satisfy the tax liability in exchange for the cancelled shares. Following this tax-withholding disposition, Budge held 392,199 shares of Hinge Health stock directly. This event reflects compensation-related tax settlement rather than an open-market sale.

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	$44.60	$206K

Holdings After Transaction: Class A Common Stock — 392,199 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares used for tax withholding: 4,614 shares Per-share value for disposition: $44.60 per share Shares held after transaction: 392,199 shares +1 more

4 metrics

Shares used for tax withholding 4,614 shares Class A Common Stock disposed on May 1, 2026

Per-share value for disposition $44.60 per share Indicated value for 4,614 disposed shares

Shares held after transaction 392,199 shares Direct holdings following tax-withholding disposition

Tax-withholding shares reported 4,614 shares TaxWithholdingShares in transaction summary

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)
05/01/2026

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	05/01/2026		F(1)		4,614	D	$44.6	392,199	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	05/04/2026
	** 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 did Hinge Health (HNGE) CFO James Budge report in this Form 4?

James Budge reported a tax-withholding disposition of Hinge Health shares. He relinquished 4,614 Class A shares, which were cancelled so the company could cover his federal and state tax obligations from vesting restricted stock units.

How many Hinge Health (HNGE) shares were disposed of for tax withholding?

The filing shows 4,614 shares of Hinge Health Class A Common Stock were relinquished. These shares were cancelled in exchange for the issuer paying the CFO’s tax withholding obligations linked to the vesting of restricted stock units granted as compensation.

At what price were the Hinge Health (HNGE) shares valued in the tax-withholding transaction?

The Form 4 lists an indicated value of $44.60 per share for the 4,614 shares used to satisfy tax withholding. This figure is used to calculate the value of shares cancelled as part of the compensation-related tax settlement for vested restricted stock units.

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

After the reported tax-withholding disposition, James Budge directly holds 392,199 shares of Hinge Health Class A Common Stock. This remaining position reflects his direct ownership following the cancellation of shares used to pay tax obligations on vested restricted stock units.

Was the Hinge Health (HNGE) Form 4 transaction an open-market sale by the CFO?

No. The Form 4 describes an exempt transaction under Section 16b-3(e). All disposed shares were relinquished and cancelled so the issuer could pay the CFO’s tax withholding obligations from vesting restricted stock units, rather than being sold in the open market.

What is the purpose of the Section 16b-3(e) exemption mentioned in Hinge Health (HNGE)’s Form 4 footnote?

Section 16b-3(e) allows exempt insider transactions for paying exercise prices or tax liabilities using issuer securities. Here, Hinge Health cancelled 4,614 shares from the CFO’s holdings to cover federal and state tax withholding tied to vested restricted stock units.