HealthStream EVP O’Hara acquires 895 shares on vesting

The reported RSUs were subject to a four-year schedule contingent on continued service at vesting.

Available on EDGAR 10/29/2026 - 08:01 PM EDT Accepted by SEC EDGAR 10/29/2026 - 08:01 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

HealthStream Inc. Executive Vice President Kevin P. O’Hara reported that 895 restricted share units vested on October 29, 2026, resulting in the acquisition of 895 common shares. The RSUs represented contingent rights to one common share each upon vesting. 218 common shares were withheld for tax liability, at a reported price of $34.18 per share. The reported RSU position following the transaction was zero.

Insider Trade Summary

895 shares exercised/converted

Exercise 3 txns

Insider O'Hara Kevin P

Role Executive Vice President

Type	Security	Shares	Price	Value
Exercise	Restricted Share Units F3, F4, F5	895	$0.00	$0.00
Exercise	Common Stock F1	895	$0.00	$0.00
Tax Withholding	Common Stock F2	218	$34.18	$7K

Holdings After Transaction: Restricted Share Units — 0 contracts (Direct); Common Stock — 22,901 shares (Direct)

Footnotes (5)

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 October 27, 2023, 20% vest on October 27, 2024, 30% vest on October 27, 2025, and the remaining 35% vest on October 27, 2026.
5. F5. Not applicable.

Key Figures

Restricted share units vested: 895 units Common shares acquired: 895 shares Common shares withheld for tax liability: 218 shares +2 more

5 metrics

Restricted share units vested 895 units October 29, 2026

Common shares acquired 895 shares Upon vesting on October 29, 2026

Common shares withheld for tax liability 218 shares October 29, 2026

Reported per-share price $34.18 per share Tax-liability share withholding

Restricted share units following transaction 0 units Reported after the October 29, 2026 transaction

Key Terms

restricted share unit (RSU), vesting schedule, tax liability

3 terms

restricted share unit (RSU) financial

"Each restricted share unit (RSU) represents the contingent right"

vesting schedule financial

"subject to a four year vesting schedule"

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.

tax liability financial

"Shares withheld for payment of tax liability"

FAQ

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

How many HSTM shares did Kevin P. O’Hara receive and have withheld?

Kevin P. O’Hara acquired 895 common shares upon vesting of 895 restricted share units, and 218 common shares were withheld for tax liability at a reported price of $34.18 per share.

What was the vesting schedule for Kevin P. O’Hara’s HSTM restricted share units?

The RSUs followed a four-year vesting schedule: 15% on October 27, 2023, 20% on October 27, 2024, 30% on October 27, 2025, and the remaining 35% on October 27, 2026, contingent upon continued service at vesting.

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

Form 4 Insider Transactions: What Each Field Means →

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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)
10/29/2026

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	10/29/2026		M		895(1)	A	$0	23,119	D
Common Stock	10/29/2026		F		218(2)	D	$34.18	22,901	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)	10/29/2026		M			895	(4)	(5)	Common Stock	895	$0	0	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 October 27, 2023, 20% vest on October 27, 2024, 30% vest on October 27, 2025, and the remaining 35% vest on October 27, 2026.

5. Not applicable.

	/s/ Kevin P. O'Hara	10/29/2026
	** 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)