HQY Form 4: 2,003 RSU Grant to Director Parker

Rhea-AI Filing Summary

HealthEquity, Inc. (HQY) – Form 4 insider filing

Director Stuart B. Parker reported the grant of 2,003 restricted stock units (RSUs) on 06/26/2025. The units were awarded at $0 cost and will vest in full at the company’s next annual shareholder meeting. Settlement in common shares is scheduled for 02/01/2028, or earlier upon a change-of-control, termination of service, or death, as defined in the 2024 Equity Incentive Plan.

Following the grant, Parker’s direct beneficial ownership rises to 21,835 HQY shares. No open-market purchases, sales, or derivative security exercises were reported, and Table II shows no option activity.

This filing reflects routine director equity compensation. While the transaction modestly increases insider alignment, the 2,003-share grant is immaterial relative to HealthEquity’s total shares outstanding and is unlikely to influence the company’s valuation or liquidity.

Positive

• Director ownership increases by 2,003 shares, modestly reinforcing alignment with shareholders.

Negative

• Grant is immaterial relative to share count and was not an open-market purchase, limiting its signaling value.

Insights

Corporate Governance Analyst

TL;DR: Routine RSU grant; neutral impact, minor alignment benefit.

The Form 4 discloses a standard non-cash equity award to an outside director. Because the shares are granted—not bought—the transaction offers limited information about the director’s view of valuation. Vesting at the next AGM and delivery in 2028 tie the director to long-term performance, which is positive for governance. However, the 2,003-share size is negligible versus HQY’s multi-million share float, so market impact is de minimis. Overall rating: neutral.

Portfolio Manager

TL;DR: Insignificant position change; not a trading signal.

From a portfolio perspective, the grant does not alter insider ownership materially or suggest incremental conviction. No cash changed hands, and the director’s aggregate holding of 21,835 shares remains a fraction of outstanding stock. I would not adjust position sizing or valuation models on this news.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Parker Stuart B.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,003	$0.00	--

Holdings After Transaction: Common Stock — 21,835 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

Parker Stuart B.

(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	21,835	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

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 on February 1, 2028, or upon (i) a change of control of the issuer (as defined in the issuer's 2024 equity incentive plan), (ii) the reporting person's termination of service (as defined in the issuer's 2024 equity incentive plan), or (iii) the reporting person's death.

Remarks:

The Power of Attorney given by Mr. Parker 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 Mr. Parker 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.
* 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

How many HQY shares were granted to Director Stuart B. Parker?

2,003 restricted stock units were granted on 06/26/2025.

What type of security is reported in HealthEquity’s Form 4?

The filing covers restricted stock units (RSUs), a non-derivative equity award.

When will the RSUs awarded to the HQY director vest and settle?

They vest at the next annual shareholder meeting and settle on 02/01/2028 unless accelerated by specific events.

How many HealthEquity shares does the director own after the transaction?

Director Parker now beneficially owns 21,835 common shares directly.

Does the Form 4 show any open-market buying or selling?

No. The filing only reports an equity grant; no purchases or sales occurred.

What events could accelerate delivery of the RSU shares?

Delivery accelerates upon a change of control, termination of service, or the director’s death.