[Form 4] HealthEquity, Inc Insider Trading Activity

Rhea-AI Filing Summary

HealthEquity, Inc. (HQY) – Form 4 Highlights

Director Evelyn S. Dilsaver reported the award of 2,003 restricted stock units (RSUs) on 06/26/2025. Each RSU converts into one share of common stock, vesting in full at the next annual shareholder meeting. Upon settlement, the shares will be delivered at no cash cost (reported price $0). After the grant, Dilsaver’s direct beneficial ownership rises to 36,669 common shares.

The filing also lists three previously issued, fully exercisable stock-option positions:

• 15,000 options exercisable at $21.27, expiring 02/01/2026
• 4,339 options exercisable at $50.41, expiring 02/01/2028
• 4,012 options exercisable at $66.06, expiring 02/01/2030

No options were exercised, sold, or otherwise modified in this filing. The transaction represents routine director compensation and does not involve open-market purchases or sales.

Insights

Equity Research Analyst

TL;DR Routine RSU grant adds 2,003 shares to director’s holdings; limited direct impact on HQY valuation or liquidity.

The award modestly increases insider ownership, marginally strengthening alignment between the board and shareholders. At roughly 0.04% of HQY’s 84 million shares outstanding, the grant is immaterial to float and earnings per share. No insider sales were disclosed, avoiding negative sentiment. The unchanged option positions show continued long-term participation but carry no near-term dilution until exercised. Overall, a standard governance event with negligible financial consequence.

Corporate Governance Specialist

TL;DR Filing reflects standard board compensation; signals ongoing commitment but not a strategic shift.

RSUs that vest at the next AGM encourage director retention through the forthcoming proxy cycle. Immediate exercisability of options aligns director incentives with stock appreciation, yet dilution risk remains low given the small number relative to shares outstanding. No Form 10b5-1 trading plan is noted for this transaction, reinforcing that it is a compensatory grant rather than a discretionary trade. Governance posture remains stable.

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
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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^*

Dilsaver Evelyn S

(Last) (First) (Middle)

C/O HEALTHEQUITY, INC.

15 W. SCENIC POINTE DR., STE. 100

(Street)

DRAPER UT 84020

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HEALTHEQUITY, INC. [ HQY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
06/26/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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
Common Stock	06/26/2025		A		2,003(1)	A	$0	36,669	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
Stock Option (right to buy)	$21.27							(2)	02/01/2026	Common Stock	15,000		15,000	D
Stock Option (right to buy)	$50.41							(2)	02/01/2028	Common Stock	4,339		4,339	D
Stock Option (right to buy)	$66.06							(2)	02/01/2030	Common Stock	4,012		4,012	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock. The restricted stock units vest in full on the date of the issuer's next annual stockholder meeting. Vested shares will be delivered to the reporting person upon vesting.

2. The option is immediately exercisable.

Remarks:

The Power of Attorney given by Ms. Dilsaver was previously filed with the U.S. Securities and Exchange Commission on June 26, 2023, as an exhibit to a statement on Form 4 filed by Ms. Dilsaver with respect to HealthEquity, Inc. and is hereby incorporated by reference.

	/s/ Michael Newton, Attorney-in-Fact	06/30/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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