HealthEquity shifts CTO duties to EVP Rajasekar

HealthEquity, Inc. reported a leadership change in its technology organization.

Rhea-AI Filing Summary

HealthEquity, Inc. reported a leadership change in its technology organization. The company will terminate the employment of Chief Technology Officer Eli Rosner without cause, effective April 17, 2026.

Executive Vice President and Chief Product and Strategy Officer Sunil Rajasekar will oversee the company’s technology organization from that date. Mr. Rosner will receive previously negotiated severance payments and benefits under his employment agreement, and his outstanding equity awards will be handled under the company’s 2014 and 2024 Stock Incentive Plans and his award agreements.

Insights

Corporate governance analyst

HealthEquity shifts CTO responsibilities to an existing senior executive, indicating planned continuity in technology leadership.

HealthEquity is removing its Chief Technology Officer, Eli Rosner, without cause effective April 17, 2026, while assigning oversight of the technology organization to Executive Vice President and Chief Product and Strategy Officer, Sunil Rajasekar. This keeps responsibility with a current member of the executive team.

The severance terms reference Mr. Rosner’s existing employment agreement and previously negotiated benefits, with equity awards governed by the 2014 and 2024 Stock Incentive Plans. This suggests a contractual, pre-defined exit framework rather than a newly negotiated arrangement. Future company disclosures may provide more detail on how this leadership change affects product and technology priorities.

8-K Event Classification

2 items: 5.02, 9.01

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

CTO termination effective date: April 17, 2026 Announcement date: April 6, 2026 Most recent proxy statement date: May 13, 2025 +1 more

4 metrics

CTO termination effective date April 17, 2026 Effective date of Eli Rosner’s termination without cause

Announcement date April 6, 2026 Date HealthEquity announced the CTO employment termination

Most recent proxy statement date May 13, 2025 Date of proxy statement detailing Rosner’s severance terms

Stock Incentive Plans referenced 2014 and 2024 plans Plans governing treatment of outstanding equity awards

Key Terms

terminated by the Company without cause, restrictive covenants, 2014 Stock Incentive Plan, 2024 Stock Incentive Plan, +1 more

5 terms

terminated by the Company without cause regulatory

"the employment of Eli Rosner, the Company’s Chief Technology Officer, will be terminated by the Company without cause"

restrictive covenants legal

"his continuing compliance with certain restrictive covenants contained therein, Mr. Rosner will receive"

Restrictive covenants are contract terms that limit what a company, its executives, or shareholders can do—like rules that prohibit selling stock, starting a rival business, or taking on certain debts. Think of them as house rules that protect one party’s interests by keeping risky or competitive actions off the table. For investors they matter because these limits affect a company’s flexibility, governance, potential future value and the ease of exiting an investment.

2014 Stock Incentive Plan financial

"will be treated in a manner consistent with the terms of the 2014 Stock Incentive Plan, the 2024 Stock Incentive Plan"

2024 Stock Incentive Plan financial

"the terms of the 2014 Stock Incentive Plan, the 2024 Stock Incentive Plan, and his applicable award agreements"

Cover Page Interactive Data File (formatted in Inline XBRL) technical

"104 | Cover Page Interactive Data File (formatted in Inline XBRL)"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What leadership change did HealthEquity (HQY) disclose in its latest 8-K?

HealthEquity disclosed that Chief Technology Officer Eli Rosner will have his employment terminated by the company without cause, effective April 17, 2026. Oversight of the technology organization will shift to Executive Vice President and Chief Product and Strategy Officer Sunil Rajasekar.

When is HealthEquity CTO Eli Rosner’s termination effective?

The company stated that Chief Technology Officer Eli Rosner’s employment will be terminated by HealthEquity without cause, effective April 17, 2026. Until that date, he remains employed under existing terms outlined in his employment agreement with the company.

Who will oversee HealthEquity’s technology organization after April 17, 2026?

HealthEquity said that Sunil Rajasekar, its Executive Vice President, Chief Product and Strategy Officer, will oversee the company’s technology organization as of April 17, 2026. This consolidates product, strategy, and technology responsibilities under a single senior executive.

What severance will HealthEquity CTO Eli Rosner receive according to the 8-K?

The filing explains that Eli Rosner will receive previously negotiated severance payments and benefits under his employment agreement, contingent on releasing claims and honoring restrictive covenants. His outstanding equity awards will be handled under the 2014 and 2024 Stock Incentive Plans and applicable award agreements.

How will Eli Rosner’s outstanding equity awards be treated at HealthEquity?

HealthEquity noted that Eli Rosner’s outstanding equity awards will be treated consistent with the terms of the company’s 2014 Stock Incentive Plan, 2024 Stock Incentive Plan, and his applicable award agreements, aligning his equity treatment with existing plan provisions.

What experience does Sunil Rajasekar bring to his expanded role at HealthEquity (HQY)?

The company highlighted that Sunil Rajasekar previously served as CEO and director of Billtrust, President of MINDBODY, a General Manager at eBay, and held senior roles at Lithium Technologies, Intuit, Cisco, and Oracle, giving him extensive technology and product leadership experience.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/06/2026 - 05:01 PM Learn about SEC filing dates

0001428336false00014283362026-04-062026-04-06

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

April 6, 2026

HEALTHEQUITY, INC.

Delaware

001-36568

52-2383166

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification Number)

15 West Scenic Pointe Drive

Suite 100

Draper, Utah 84020

(801) 727-1000

(Address, including Zip Code, and Telephone Number, including Area Code, of Registrant’s Principal Executive Offices)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common stock, par value $0.0001 per share			HQY			The NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02(b)    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On April 6, 2026, HealthEquity, Inc. (the “Company”) announced that the employment of Eli Rosner, the Company’s Chief Technology Officer, will be terminated by the Company without cause, effective April 17, 2026. Sunil Rajasekar, the Company’s Executive Vice President, Chief Product and Strategy Officer, will be responsible for overseeing the Company’s technology organization as of that date.

In consideration of Mr. Rosner’s execution, delivery, and non-revocation of the release of claims against the Company and its subsidiaries and affiliates substantially in the form attached to his employment agreement, and his continuing compliance with certain restrictive covenants contained therein, Mr. Rosner will receive the previously negotiated severance payments and benefits set forth in the his employment agreement, as detailed in the Company’s most recent proxy statement filed with the Securities and Exchange Commission on May 13, 2025, and his outstanding equity awards will be treated in a manner consistent with the terms of the 2014 Stock Incentive Plan, the 2024 Stock Incentive Plan, and his applicable award agreements.

Sunil Rajasekar has served as the Company’s Executive Vice President, Chief Product and Strategy Officer since January 2026. Prior to joining HealthEquity, Mr. Rajasekar was the Chief Executive Officer and a director at BTRS Holdings, Inc., d/b/a Billtrust, from November 2022 through August 2025. Prior to serving as Billtrust’s Chief Executive Officer, Mr. Rajasekar served as the President of MINDBODY, Inc. from September 2018 through August 2022. He was a General Manager at eBay Inc. from May 2016 through July 2018, the Chief Technology and Product Officer at Lithium Technologies, Inc. (currently d/b/a Khoros, LLC) and a Vice President at Intuit Inc. from February 2004 to May 2012. Prior to joining Intuit, Mr. Rajasekar held various senior roles at Cisco Corporation and Oracle Corporation. Mr. Rajasekar holds a Bachelor of Commerce from Loyola University and an M.B.A. from the University of Toledo.

Item 9.01    Financial Statements and Exhibits

(d) Exhibits

Exhibit No.			Description
104			Cover Page Interactive Data File (formatted in Inline XBRL)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			HEALTHEQUITY, INC.
Date: April 6, 2026			By:						/s/ James Lucania
			Name:						James Lucania
			Title:						Executive Vice President and Chief Financial Officer

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 22.3 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.8 KB