HealthStream executive receives 1,642 vested shares

The three RSU awards had September 2026 vesting dates, and 400 common shares were withheld for tax liability.

Rhea-AI Filing Summary

HealthStream, Inc. Executive Vice President Kevin P. O’Hara acquired 1,642 common shares on September 29, 2026, upon vesting of restricted share units. The shares came from three RSU tranches of 844, 410 and 388 shares, each subject to a vesting schedule contingent on continued service. 400 shares were withheld for tax liability at $29.10 per share. No Rule 10b5-1 plan is reported for these transactions.

Insider Trade Summary

1,642 shares exercised/converted

Exercise 5 txns

Insider O'Hara Kevin P

Role Executive Vice President

Type	Security	Shares	Price	Value
Exercise	Restricted Share Units F3, F4, F5	844	$0.00	$0.00
Exercise	Restricted Share Units F3, F6, F5	410	$0.00	$0.00
Exercise	Restricted Share Units F3, F7, F5	388	$0.00	$0.00
Exercise	Common Stock F1	1,642	$0.00	$0.00
Tax Withholding	Common Stock F2	400	$29.10	$12K

Holdings After Transaction: Restricted Share Units — 4,513 contracts (Direct); Common Stock — 22,224 shares (Direct)

Footnotes (7)

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.
7. F7. The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on September 24, 2026, 20% vest on September 24, 2027, 30% vest on September 24, 2028, and the remaining 35% vest on September 24, 2029.

Key Figures

Common shares acquired: 1,642 shares RSU tranche: 844 shares RSU tranche: 410 shares +3 more

6 metrics

Common shares acquired 1,642 shares Upon RSU vesting on September 29, 2026

RSU tranche 844 shares Vesting schedule contingent on continued service

RSU tranche 410 shares Vesting schedule contingent on continued service

RSU tranche 388 shares Vesting schedule contingent on continued service

Shares withheld for tax liability 400 shares September 29, 2026

Withholding price $29.10 per share Shares withheld for tax liability on September 29, 2026

Key Terms

Restricted Share Units, contingent right, four year vesting schedule

3 terms

Restricted Share Units technical

"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.

contingent right technical

"represents the contingent right to receive one share of common stock"

four year vesting schedule technical

"subject to a four year vesting schedule, contingent upon continued service"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many HSTM shares did Kevin P. O’Hara receive from RSUs?

On September 29, 2026, HealthStream Executive Vice President Kevin P. O’Hara acquired 1,642 common shares upon RSU vesting. The shares came from tranches of 844, 410 and 388 shares; 400 common shares were withheld for tax liability at $29.10 per share. No Rule 10b5-1 plan is reported for these transactions.

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

Form 4 Insider Transactions: What Each Field Means →

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Available on EDGAR 09/29/2026 - 05:38 PM Accepted by SEC EDGAR 09/29/2026 - 05:37 PM Learn about SEC filing dates

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^*

O'Hara Kevin P

(Last) (First) (Middle)

500 11TH AVENUE NORTH

SUITE 850

(Street)

NASHVILLE TENNESSEE 37203

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/29/2026

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	09/29/2026		M		1,642(1)	A	$0	22,624	D
Common Stock	09/29/2026		F		400(2)	D	$29.1	22,224	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)	09/29/2026		M			844	(4)	(5)	Common Stock	844	$0	984	D
Restricted Share Units	$0(3)	09/29/2026		M			410	(6)	(5)	Common Stock	410	$0	1,331	D
Restricted Share Units	$0(3)	09/29/2026		M			388	(7)	(5)	Common Stock	388	$0	2,198	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.

7. The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on September 24, 2026, 20% vest on September 24, 2027, 30% vest on September 24, 2028, and the remaining 35% vest on September 24, 2029.

	/s/ Kevin P. O'Hara	09/29/2026
	** 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)