Alkeon Capital Management LLC and Panayotis D. Sparaggis reported beneficial ownership of 1,591,104 shares of Hinge Health, Inc. Class A common stock, representing 5.7% of the class based on 26,799,441 shares outstanding as disclosed in the company prospectus dated May 23, 2025. The reported holdings include 1,215,093 Class A shares issuable upon conversion of Class B common stock.
The filing states the Reporting Persons have shared voting and dispositive power over 1,591,104 shares and no sole voting or dispositive power. The report lists Alkeon’s business office in New York and Hinge Health’s executive office in San Francisco and is signed by authorized representatives with an attached Joint Filing Agreement.
Positive
Material disclosed stake: 1,591,104 shares equal to 5.7% of Class A outstanding
Conversion detail disclosed: Includes 1,215,093 Class A shares issuable upon conversion of Class B stock
Clear power disclosure: Filing states shared voting and dispositive power and no sole power
Negative
None.
Insights
TL;DR: Alkeon and Mr. Sparaggis report a material 5.7% passive stake (1.59M shares) in Hinge Health; position includes convertible Class B shares.
The Schedule 13G discloses an aggregate beneficial ownership of 1,591,104 shares, equal to 5.7% of Class A on the basis of 26,799,441 shares outstanding per the May 23, 2025 prospectus. The filing explicitly notes 1,215,093 shares are issuable upon conversion of Class B stock. Reported control is shared, with zero sole voting or dispositive power, and the filing classifications include IA and OO for Alkeon and HC, IN for Mr. Sparaggis.
TL;DR: The filing documents shared voting/dispositive control of a >5% position, with explicit disclosure of convertible shares and a joint filing agreement.
The statement clarifies governance mechanics: the Reporting Persons disclose shared voting and dispositive power over the full 1,591,104 shares and deny any sole power. The inclusion of convertible Class B shares (1,215,093) is specifically reported, and the document includes a Joint Filing Agreement as Exhibit 99.1. These are clear, routine disclosures required for holdings at this threshold.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Hinge Health, Inc.
(Name of Issuer)
Class A Common Stock, par value $0.00001 per share
(Title of Class of Securities)
433313103
(CUSIP Number)
06/30/2025
(Date of Event Which Requires Filing of this Statement)
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
CUSIP No.
433313103
1
Names of Reporting Persons
Alkeon Capital Management LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,591,104.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,591,104.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,591,104.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.7 %
12
Type of Reporting Person (See Instructions)
IA, OO
Comment for Type of Reporting Person: Includes 1,215,093 shares of Class A Common Stock (as defined in Item 2(a)) issuable upon conversion of Class B Common Stock (as defined in Item 2(a)).
SCHEDULE 13G
CUSIP No.
433313103
1
Names of Reporting Persons
Panayotis D. Sparaggis
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,591,104.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
1,591,104.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,591,104.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.7 %
12
Type of Reporting Person (See Instructions)
HC, IN
Comment for Type of Reporting Person: Includes 1,215,093 shares of Class A Common Stock issuable upon conversion of Class B Common Stock.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Hinge Health, Inc.
(b)
Address of issuer's principal executive offices:
455 Market Street, Suite 700, San Francisco, CA 94105
Item 2.
(a)
Name of person filing:
This statement is filed by:
(i) Alkeon Capital Management LLC ("Alkeon"), a Delaware limited liability company and the investment manager to certain funds (the "Alkeon Funds"), with respect to the shares of Class A Common Stock, par value $0.00001 per share ("Class A Common Stock") of Hinge Health, Inc., a Delaware corporation (the "Company") directly held by, and the shares of Class A Common Stock issuable upon conversion of the shares the Company's Class B Common Stock, par value $0.00001 per share (the "Class B Common Stock") directly held by, the Alkeon Funds; and
(ii) Panayotis D. Sparaggis ("Mr. Sparaggis"), the Founder and Managing Director of Alkeon, with respect to the shares of Class A Common Stock directly held by, and the shares of Class A Common Stock issuable upon conversion of the shares of Class B Common Stock directly held by, the Alkeon Funds.
The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons."
The filing of this statement should not be construed as an admission that any of the foregoing persons or any Reporting Person is, for the purposes of Section 13 of the Act, the beneficial owner of the securities reported herein.
(b)
Address or principal business office or, if none, residence:
The address of the business office of each of the Reporting Persons is 350 Madison Avenue, 20th Floor, New York, NY 10017.
(c)
Citizenship:
The Investment Manager is a Delaware limited liability company. Mr. Sparaggis is a citizen of the United States.
(d)
Title of class of securities:
Class A Common Stock, par value $0.00001 per share
(e)
CUSIP No.:
433313103
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
The information required by Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
The percentage set forth in this Schedule 13G is calculated based upon an aggregate of 26,799,441 shares of Class A Common Stock outstanding as reported in the Company's Prospectus filed pursuant to Rule 424(b)(4) with the Securities and Exchange Commission on May 23, 2025, and in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on May 23, 2025, after giving effect to the completion of the offering and the full exercise of the underwriters' over-allotment option, all as described therein, and assumes the conversion of the shares of Class B Common Stock held by the Alkeon Funds.
(b)
Percent of class:
5.7%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 5.
Ownership of 5 Percent or Less of a Class.
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See Item 2(a). The Alkeon Funds have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, shares of Class A Common Stock.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
Not Applicable
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
What stake did Alkeon report in Hinge Health (HNGE)?
Alkeon Capital Management LLC and Panayotis D. Sparaggis reported beneficial ownership of 1,591,104 Class A shares, equal to 5.7% of the class.
How many of the reported HNGE shares are convertible from Class B?
The filing specifies 1,215,093 Class A shares are issuable upon conversion of Class B common stock.
What voting and dispositive power do the reporting persons have over HNGE shares?
The Schedule 13G discloses shared voting power and shared dispositive power for 1,591,104 shares and zero sole voting or dispositive power.
On what basis was the 5.7% ownership calculated?
The percentage is calculated using 26,799,441 Class A shares outstanding as reported in Hinge Health's May 23, 2025 prospectus, assuming conversion of the reported Class B shares.
Who filed the Schedule 13G for HNGE and where are their offices?
The filing was made by Alkeon Capital Management LLC and Panayotis D. Sparaggis. Alkeon's business office is listed at 350 Madison Avenue, 20th Floor, New York, NY 10017 and Hinge Health's executive office at 455 Market Street, Suite 700, San Francisco, CA 94105.
