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HealthStream Inc (HSTM) EVP converts RSUs into 1,087 shares and withholds 265 for taxes

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

On September 29, 2025, HealthStream Executive Vice President Michael Manning Collier had restricted share units vest, converting into 1,087 shares of common stock. To cover tax liability, 265 shares were withheld at $29.08 per share. Following these transactions, he directly holds 50,304 common shares and 4,461 restricted share units.

Positive

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Negative

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Insights

TL;DR: Routine executive RSU vesting and tax-withholding disclosure; no unusual insider trading indicated.

The filing documents scheduled vesting events for an executive officer, converting RSUs into common stock and showing shares withheld to cover tax obligations. These transactions are typical for equity-based compensation and align the executive's interests with shareholders by increasing stock ownership. The reporting is complete with post-transaction beneficial ownership figures, supporting transparency in insider holdings.

TL;DR: Standard compensation settlement: RSUs vested, shares issued, and taxes withheld per plan terms.

The detail that 1,087 shares vested and 265 shares were withheld at $29.08 clarifies net share delivery from RSU settlement. The filing cites two distinct four-year vesting schedules with specific vesting percentages and dates, indicating structured long-term retention incentives. No accelerated vesting, option exercises, or cash purchases are reported, which supports this being a routine compensation event.

Insider Collier Michael Manning
Role Executive Vice President
Type Security Shares Price Value
Exercise Restricted Share Units 703 $0.00 $0.00
Exercise Restricted Share Units 384 $0.00 $0.00
Exercise Common Stock Holding 1,087 $0.00 $0.00
Exercise Price or Tax Liability Common Stock Holding 265 $29.08 $8K
Holdings After Transaction: Restricted Share Units — 4,461 shares (Direct); Common Stock Holding — 50,304 shares (Direct)
Footnotes (6)
  1. F1. Shares acquired on vesting of restricted share units.
  2. F2. Shares withheld for payment of tax liability.
  3. F3. Each restricted share unit (RSU) represents the contingent right to receive one share of common stock upon vesting of the unit.
  4. F4. The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on September 20, 2024, 20% vest on September 20, 2025, 30% vest on September 20, 2026, and the remaining 35% vest on September 20, 2027.
  5. F5. Not applicable.
  6. F6. The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on September 18, 2025, 20% vest on September 18, 2026, 30% vest on September 18, 2027, and the remaining 35% vest on September 18, 2028.
RSUs converted (first tranche) 703 shares Restricted share units converting into common stock on September 29, 2025
RSUs converted (second tranche) 384 shares Additional restricted share units converting into common stock on September 29, 2025
Common shares received from RSUs 1,087 shares Total common stock acquired upon RSU vesting on September 29, 2025
Shares withheld for taxes 265 shares Common shares delivered to satisfy tax liability at vesting
Tax withholding price $29.08 per share Price used for shares withheld to pay tax liability
Post-transaction common stock holding 50,304 shares Direct common stock owned after reported transactions
Post-transaction RSU holding 4,461 units Direct restricted share units held after reported transactions
Restricted Share Units financial
"Shares acquired on vesting of restricted share units."
Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.
tax liability financial
"Shares withheld for payment of tax liability."
contingent right financial
"represents the contingent right to receive one share of common stock"
vesting schedule financial
"The RSUs are subject to a four year vesting schedule, contingent upon continued service"
A vesting schedule is a timeline that determines when someone gains full ownership of certain benefits, such as company stock or retirement contributions. Think of it like earning the right to own a gift gradually over time, rather than receiving it all at once. It matters to investors because it affects when they can fully access or sell these benefits, influencing their financial planning and decision-making.

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

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FAQ

What did HealthStream (HSTM) executive Michael Manning Collier report in this Form 4?

Collier reported RSU vesting into common stock and tax withholding. On September 29, 2025, 1,087 shares of common stock were received from RSUs, and 265 shares were withheld at $29.08 per share to satisfy tax obligations.

How many HealthStream (HSTM) common shares did Collier receive from RSU vesting?

Collier received 1,087 shares of common stock from RSU vesting. Two restricted share unit tranches converted into common stock on September 29, 2025, reflecting the contingent right each RSU has to one share upon vesting.

How many HealthStream (HSTM) shares were withheld for Collier’s taxes and at what price?

265 shares were withheld at $29.08 per share for taxes. The Form 4 notes these common shares were delivered to cover Collier’s tax liability arising from the RSU vesting event on September 29, 2025.

What are Collier’s post-transaction holdings in HealthStream (HSTM) common stock and RSUs?

Collier holds 50,304 common shares and 4,461 RSUs after the transactions. These figures represent his direct ownership positions following the September 29, 2025 RSU vesting and related tax-withholding disposition.

What vesting schedule applies to Collier’s HealthStream (HSTM) restricted share units?

His RSUs follow four-year vesting schedules contingent on continued service. Footnotes describe tranches vesting 15%, 20%, 30%, and 35% on specified September dates from 2024 through 2028, depending on the particular RSU grant.
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).
1. Name and Address of Reporting Person*
Collier Michael Manning

(Last) (First) (Middle)
500 11TH AVENUE NORTH
SUITE 850

(Street)
NASHVILLE TN 37203

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
HEALTHSTREAM INC [ HSTM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Vice President
3. Date of Earliest Transaction (Month/Day/Year)
09/29/2025
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 Holding 09/29/2025 M 1,087(1) A $0 50,569 D
Common Stock Holding 09/29/2025 F 265(2) D $29.08 50,304 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
Restricted Share Units $0(3) 09/29/2025 M 703 (4) (5) Common Stock 703 $0 2,285 D
Restricted Share Units $0(3) 09/29/2025 M 384 (6) (5) Common Stock 384 $0 2,176 D
Explanation of Responses:
1. Shares acquired on vesting of restricted share units.
2. Shares withheld for payment of tax liability.
3. Each restricted share unit (RSU) represents the contingent right to receive one share of common stock upon vesting of the unit.
4. The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on September 20, 2024, 20% vest on September 20, 2025, 30% vest on September 20, 2026, and the remaining 35% vest on September 20, 2027.
5. Not applicable.
6. The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on September 18, 2025, 20% vest on September 18, 2026, 30% vest on September 18, 2027, and the remaining 35% vest on September 18, 2028.
/s/ Michael M. Collier 09/29/2025
** 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.