HEALTHEQUITY (HQY) CEO uses 4,931 shares to cover tax liability

Rhea-AI Filing Summary

HEALTHEQUITY, INC. President and CEO Scott Cutler reported a routine tax-related share disposition. On April 6, 2026, 4,931 shares of common stock were withheld at $83.8363 per share to cover tax obligations. After this non-market transaction, he directly holds 177,643 shares of common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Cutler Scott

Role President and CEO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	4,931	$83.8363	$413K

Holdings After Transaction: Common Stock — 177,643 shares (Direct)

Footnotes (1)

Key Figures

Shares withheld for taxes: 4,931 shares Transaction price per share: $83.8363 per share Shares held after transaction: 177,643 shares

3 metrics

Shares withheld for taxes 4,931 shares Tax-withholding disposition on April 6, 2026

Transaction price per share $83.8363 per share Value used for tax-withholding disposition

Shares held after transaction 177,643 shares Direct HEALTHEQUITY common stock holdings after April 6, 2026

Key Terms

tax-withholding disposition, Form 4, Common Stock

3 terms

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Form 4 regulatory

"INSIDER FILING DATA (Form 4)"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Common Stock financial

""security_title": "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

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^*

Cutler Scott

(Last) (First) (Middle)

C/O HEALTHEQUITY, INC.

15 W. SCENIC POINTE DR., STE. 100

(Street)

DRAPER UTAH 84020

(City) (State) (Zip)

UNITED STATES

(Country)

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
X	Officer (give title below)		Other (specify below)
	President and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/06/2026

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

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

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

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	04/06/2026		F		4,931	D	$83.8363	177,643	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:

Remarks:

The Power of Attorney given by Mr. Cutler was previously filed with the U.S. Securities and Exchange Commission on January 10, 2025 as an exhibit to a statement on Form 3 filed by Mr. Cutler with respect to HealthEquity, Inc. and is hereby incorporated by reference.

	/s/ Michael Newton, Attorney-in-Fact	04/08/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did HEALTHEQUITY (HQY) CEO Scott Cutler report?

Scott Cutler reported a tax-related share disposition, where 4,931 HEALTHEQUITY common shares were withheld. This event reflects payment of tax liabilities using stock rather than an open-market sale, and is a common administrative step for equity compensation.

How many HEALTHEQUITY (HQY) shares were used for Scott Cutler’s tax withholding?

A total of 4,931 HEALTHEQUITY common shares were withheld to satisfy tax obligations. The shares were valued at approximately $83.8363 each, based on the reported transaction price per share in the Form 4 insider trading disclosure.

Did HEALTHEQUITY (HQY) CEO Scott Cutler sell shares on the open market?

No, the Form 4 shows a tax-withholding disposition, not an open-market sale. Shares were delivered to cover tax liabilities, which is an internal administrative transaction commonly tied to vesting or equity compensation events.

How many HEALTHEQUITY (HQY) shares does Scott Cutler hold after this transaction?

Following the tax-withholding disposition, Scott Cutler directly holds 177,643 shares of HEALTHEQUITY common stock. This figure reflects his remaining direct ownership after 4,931 shares were used to satisfy tax obligations on April 6, 2026.

What does transaction code F mean in the HEALTHEQUITY (HQY) Form 4 filing?

Transaction code F indicates a tax-withholding disposition, where shares are delivered to pay exercise price or tax liabilities. It is not considered an open-market purchase or sale, but instead reflects settlement of obligations tied to equity awards.