STOCK TITAN

HealthEquity (NASDAQ: HQY) director sells 7,632 shares in 10b5-1 plan

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

HEALTHEQUITY, INC. (HQY) director Adrian T. Dillon reported an option exercise and related stock sales. On August 25, 2026, he exercised a stock option for 7,632 shares of common stock at an exercise price of $32.50 per share, acquiring 7,632 shares of common stock.

On the same date, he sold 6,300 shares of common stock at a weighted average price of $104.4718 per share and 1,332 shares at a weighted average price of $105.2557 per share. The filing states these transactions were effected under a Rule 10b5-1 trading plan adopted on December 20, 2025. Dillon continues to hold several stock options with exercise prices between $46.40 and $66.06 expiring from 2027 to 2030.

Positive

  • None.

Negative

  • None.
Insider DILLON ADRIAN T
Role Director
Sold 7,632 shs ($798K)
Approx. gross sale proceeds $798K
Approx. exercise cost $248K
Approx. pre-tax spread $550K
Type Security Shares Price Value
Exercise Stock Option (right to buy) F1, F4 7,632 $0.00 $0.00
Exercise Common Stock F1 7,632 $32.50 $248K
Sale Common Stock F1, F2 6,300 $104.4718 $658K
Sale Common Stock F1, F3 1,332 $105.2557 $140K
holding Stock Option (right to buy) F4 -- -- --
holding Stock Option (right to buy) F4 -- -- --
holding Stock Option (right to buy) F4 -- -- --
holding Stock Option (right to buy) F4 -- -- --
Holdings After Transaction: Stock Option (right to buy) — 16,814 shares (Direct); Common Stock — 62,395 shares (Direct)
Footnotes (4)
  1. F1. The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 20, 2025.
  2. F2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $104.10 to $105.07, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes 2 and 3 of this Form 4.
  3. F3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $105.10 to $105.53, inclusive.
  4. F4. The option is immediately exercisable.
Option shares exercised 7,632 shares Stock option exercise into common stock on August 25, 2026
Option exercise price $32.50 per share Exercise price for 7,632-share stock option
Shares sold (first tranche) 6,300 shares Common stock sale at weighted average price of $104.4718 on August 25, 2026
Weighted average sale price (first tranche) $104.4718 per share Sale of 6,300 shares in multiple transactions
Shares sold (second tranche) 1,332 shares Common stock sale at weighted average price of $105.2557 on August 25, 2026
Weighted average sale price (second tranche) $105.2557 per share Sale of 1,332 shares in multiple transactions
Remaining option exercise price range $46.40–$66.06 per share Exercise prices of remaining stock options expiring 2027–2030
Remaining option underlying shares 16,814 shares Sum of underlying shares across four remaining option grants
Rule 10b5-1 trading plan regulatory
"transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Stock Option (right to buy) financial
"security_title: Stock Option (right to buy)"
underlying security financial
"underlying_security_title: Common Stock"

FAQ

What insider transactions did HQY director Adrian T. Dillon report on August 25, 2026?

Adrian T. Dillon exercised a stock option for 7,632 shares of HealthEquity, Inc. common stock at an exercise price of $32.50 per share and sold 7,632 shares in total in two transactions on August 25, 2026.

At what prices did Adrian T. Dillon sell HQY shares in this Form 4?

He sold 6,300 shares of HQY common stock at a weighted average price of $104.4718 per share and 1,332 shares at a weighted average price of $105.2557 per share, in multiple transactions within specified price ranges.

Was Adrian T. Dillon’s HQY trading done under a Rule 10b5-1 plan?

Yes. A footnote states the transactions reported were effected pursuant to a Rule 10b5-1 trading plan adopted by Adrian T. Dillon on December 20, 2025.

What stock option did Adrian T. Dillon exercise for HQY shares?

He exercised a Stock Option (right to buy) covering 7,632 underlying shares of HealthEquity, Inc. common stock at an exercise price of $32.50 per share, with an expiration date of September 1, 2026.

What HQY stock options does Adrian T. Dillon continue to hold after this Form 4?

He continues to hold stock options over 4,837 underlying shares at $46.40, 4,339 at $50.41, 3,626 at $63.64, and 4,012 at $66.06, with expiration dates from February 1, 2027 through February 1, 2030.

How many HQY shares did Adrian T. Dillon net sell in this Form 4?

According to the transaction summary, there was a net sale of 7,632 shares of HealthEquity, Inc. common stock across the reported buy/sell transactions.

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

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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).
X
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*
DILLON ADRIAN T

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/25/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock08/25/2026M(1)7,632A$32.570,027D
Common Stock08/25/2026S(1)6,300D$104.4718(2)63,727D
Common Stock08/25/2026S(1)1,332D$105.2557(3)62,395D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (right to buy)$32.508/25/2026M(1)7,632 (4)09/01/2026Common Stock7,632$00D
Stock Option (right to buy)$46.4 (4)02/01/2027Common Stock4,8374,837D
Stock Option (right to buy)$50.41 (4)02/01/2028Common Stock4,3394,339D
Stock Option (right to buy)$63.64 (4)02/01/2029Common Stock3,6263,626D
Stock Option (right to buy)$66.06 (4)02/01/2030Common Stock4,0124,012D
Explanation of Responses:
1. The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 20, 2025.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $104.10 to $105.07, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes 2 and 3 of this Form 4.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $105.10 to $105.53, inclusive.
4. The option is immediately exercisable.
Remarks:
The Power of Attorney given by Mr. Dillon was previously filed with the U.S. Securities & Exchange Commission on February 5, 2024, as an exhibit to a statement on Form 4 filed by Mr. Dillon with respect to HealthEquity, Inc. and is hereby incorporated by reference.
/s/ Michael Newton , Attorney-in-Fact08/27/2026
** Signature of Reporting PersonDate
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)