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Schedule 13G: Deer X and Bessemer Report Material HNGE Holdings

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G

Rhea-AI Filing Summary

Hinge Health, Inc. Schedule 13G filings disclose that several Bessemer-related entities and their general partner hold convertible Class B shares that equal Class A common stock on a 1:1 basis. Deer X Ltd./Deer X LP report ownership of 4,108,707 shares, representing 13.1% of the 27,223,448 Class A-equivalent shares outstanding. Bessemer Venture Partners X L.P. reports 2,119,271 shares (7.2%) and Bessemer Venture Partners X Institutional L.P. reports 1,989,436 shares (6.8%). All reported holdings are sole voting and dispositive power, and percentages are based on the Issuer’s quarterly report as of July 31, 2025. The filings are signed by Scott Ring on behalf of the reporting entities.

Positive

  • Transparent disclosure of convertible Class B holdings and exact share counts provides clarity for investors on ownership structure
  • Material stakes are clearly quantified: Deer X 4,108,707 shares (13.1%), BVP X 2,119,271 shares (7.2%), BVP X Inst 1,989,436 shares (6.8%)

Negative

  • No information in this filing about any change in ownership, intent, or planned transactions that would explain the holders’ strategic objectives
  • Concentrated ownership (13.1% held by Deer X) could affect corporate governance but the filing does not state any governance intentions

Insights

TL;DR: Major insider-affiliated holders control material voting stakes ranging from 6.8% to 13.1% of Hinge Health’s Class A-equivalent shares.

The Schedule 13G discloses concentrated ownership by Deer X and Bessemer-affiliated funds, each holding Class B shares convertible 1-for-1 into Class A common stock. Deer X’s 13.1% position is a material block that could influence governance depending on board alignment and other holders. The filings show sole voting and dispositive power, indicating direct control over the shares reported. No transactions, pledges, or changes in holdings are described within the provided content; the statement reports positions as of the referenced period and is informational under Rule 13d-1.

TL;DR: Concentrated convertible holdings raise governance significance but this filing is informational, not an activist or change-of-control notice.

The document identifies Deer X and two Bessemer funds as holders of convertible Class B shares that translate to Class A voting power. A single entity (Deer X/GP structure) may be deemed to beneficially own the full 13.1% position, which is material for shareholder voting dynamics. The filing contains no proposals, group formation, or intent statements; it functions as a disclosure of ownership under applicable SEC rules. Materiality stems from the percentage stakes reported rather than any disclosed change in strategy.






Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)






SCHEDULE 13G




Comment for Type of Reporting Person: Represents shares of Class A Common Stock of the Issuer underlying shares of Class B Common Stock beneficially owned by the Reporting Person, which shares of Class B Common Stock are convertible, at the option of the holder, into shares of Class A Common Stock on a 1-for-1 basis. The percentage of shares beneficially owned set forth in row 11 above is based on a total of 27,223,448 shares of Class A Common Stock as of July 31, 2025 as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on August 11, 2025.


SCHEDULE 13G




Comment for Type of Reporting Person: Represents shares of Class A Common Stock of the Issuer underlying shares of Class B Common Stock beneficially owned by the Reporting Person, which shares of Class B Common Stock are convertible, at the option of the holder, into shares of Class A Common Stock on a 1-for-1 basis. The percentage of shares beneficially owned set forth in row 11 above is based on a total of 27,223,448 shares of Class A Common Stock as of July 31, 2025 as reported in the Issuer's Quartlery Report on Form 10-Q filed with the Securities and Exchange Commission on August 11, 2025.


SCHEDULE 13G




Comment for Type of Reporting Person: Represents shares of Class A Common Stock of the Issuer underlying shares of Class B Common Stock beneficially owned by the Reporting Person, which shares of Class B Common Stock are convertible, at the option of the holder, into shares of Class A Common Stock on a 1-for-1 basis. The percentage of shares beneficially owned set forth in row 11 above is based on a total of 27,223,448 shares of Class A Common Stock as of July 31, 2025 as reported in the Issuer's Quartlery Report on Form 10-Q filed with the Securities and Exchange Commission on August 11, 2025.


SCHEDULE 13G




Comment for Type of Reporting Person: Represents shares of Class A Common Stock of the Issuer underlying shares of Class B Common Stock beneficially owned by the Reporting Person, which shares of Class B Common Stock are convertible, at the option of the holder, into shares of Class A Common Stock on a 1-for-1 basis. The percentage of shares beneficially owned set forth in row 11 above is based on a total of 27,223,448 shares of Class A Common Stock as of July 31, 2025 as reported in the Issuer's Quartlery Report on Form 10-Q filed with the Securities and Exchange Commission on August 11, 2025.


SCHEDULE 13G



Bessemer Venture Partners X L.P.
Signature:/s/ Scott Ring
Name/Title:Scott Ring, GC Deer X &Co. Ltd., the GP of Deer X & Co. L.P., the GP of Bessemer Venture Partners X, L.P.
Date:08/14/2025
Bessemer Venture Partners X Institutional L.P.
Signature:/s/ Scott Ring
Name/Title:Scott Ring, GD Deer X&Co. Ltd., the GP of Deer X &Co. L.P., the GP of Bessemer Venture Partners X Institutional L.P.
Date:08/14/2025
Deer X & Co. L.P.
Signature:/s/ Scott Ring
Name/Title:/s/ Scott Ring, General Counsel Deer X & Co. Ltd., the GP of Deer X & Co. L.P.
Date:08/14/2025
Deer X & Co. Ltd.
Signature:/s/ Scott Ring
Name/Title:Scott Ring, General Counsel
Date:08/14/2025

FAQ

What stake does Deer X report in HNGE?

Deer X Ltd./Deer X LP report beneficial ownership of 4,108,707 shares, representing 13.1% of Class A-equivalent shares based on 27,223,448 shares outstanding.

How many shares do Bessemer Venture Partners X entities hold in HNGE?

Bessemer Venture Partners X L.P. holds 2,119,271 shares (7.2%) and Bessemer Venture Partners X Institutional L.P. holds 1,989,436 shares (6.8%).

Are the reported Class B shares convertible into Class A common stock?

Yes. The filings state the Class B Common Stock reported are convertible 1-for-1 into Class A Common Stock at the holder’s option.

Do the reporting persons share voting or dispositive power for these shares?

No. Each reporting person reports sole voting and sole dispositive power over the shares listed; shared powers are reported as 0.

What basis was used to calculate the ownership percentages?

Percentages are based on 27,223,448 Class A shares outstanding as reported in the Issuer’s quarterly report as of July 31, 2025.
Hinge Health, Inc.

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