HealthEquity Director Reports Option Acquisition and Share Sale on Form 4

Rhea-AI Filing Summary

Reporting person: Evelyn S. Dilsaver, a director of HealthEquity, Inc. (HQY). The Form 4 discloses transactions on 09/05/2025 that changed her beneficial ownership.

She acquired 15,000 common shares via an option-related transaction at an indicated price of $21.27, bringing reported beneficial ownership to 51,669 shares. On the same date she sold 3,461 shares at $93.3013, leaving 48,208 shares reported as beneficially owned. The filing also lists existing stock options: rights to buy 15,000 shares at $21.27 (exercisable immediately), 4,339 shares at $50.41, and 4,012 shares at $66.06.

Positive

• Acquisition of 15,000 shares via option-related transaction at $21.27, increasing reported ownership to 51,669 before the sale
• Disclosure of exercisable options with clear strike prices and exercisability/expiration information for three tranches

Negative

• Sale of 3,461 shares at $93.3013, reducing beneficial ownership to 48,208

Insights

Securities Analyst

TL;DR: Director executed option-related acquisition and a contemporaneous sale, modestly adjusting her HQY stake.

The filing shows a 09/05/2025 option-related acquisition of 15,000 shares at $21.27 and an open-market sale of 3,461 shares at $93.3013. Beneficial ownership is reported at 48,208 shares after the transactions. These are routine Section 16 disclosures reflecting option exercises/grants and a partial disposition. No new compensatory plan details or unusual vesting schedules are included beyond exercisability dates and strike prices shown for three option tranches.

Corporate Governance Expert

TL;DR: Transactions are standard insider reporting of option activity and a sale; not clearly material on their own.

The document records an option-related acquisition (15,000) and a sale (3,461) by a director, and lists outstanding options exercisable across 2026–2030 with strike prices of $21.27, $50.41, and $66.06. The filing includes a Power of Attorney reference and an attorney-in-fact signature. The disclosure is compliant with Section 16 reporting requirements and contains no statements of unusual corporate actions or governance changes.

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^*

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)
09/05/2025

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	09/05/2025		M		15,000	A	$21.27	51,669	D
Common Stock	09/05/2025		S		3,461	D	$93.3013	48,208	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	09/05/2025		M			15,000	(1)	02/01/2026	Common Stock	15,000	$0	0	D
Stock Option (right to buy)	$50.41							(1)	02/01/2028	Common Stock	4,339		4,339	D
Stock Option (right to buy)	$66.06							(1)	02/01/2030	Common Stock	4,012		4,012	D

Explanation of Responses:

1. 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	09/09/2025
	** 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.

FAQ

What insider transactions did HQY director Evelyn Dilsaver report on Form 4?

The Form 4 reports a 09/05/2025 acquisition of 15,000 shares (option-related) at $21.27 and a sale of 3,461 shares at $93.3013.

How many HQY shares does Evelyn Dilsaver beneficially own after these transactions?

The filing reports 48,208 shares beneficially owned following the 09/05/2025 transactions.

What stock options does the Form 4 disclose for Evelyn Dilsaver at HQY?

Options disclosed: right to buy 15,000 shares at $21.27 (exercisable immediately), 4,339 shares at $50.41, and 4,012 shares at $66.06.

Who signed the Form 4 for Evelyn Dilsaver?

The Form 4 is signed by Michael Newton, Attorney-in-Fact on behalf of Evelyn Dilsaver.

Was a Power of Attorney referenced in the HQY Form 4 filing?

Yes. The filing references a Power of Attorney previously filed on June 26, 2023, which is incorporated by reference.