HealthStream technology chief receives 1,564 shares

The chief technology officer's RSUs were subject to service-contingent vesting schedules, and 381 shares were withheld for tax liability.

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Form Type

Rhea-AI Filing Summary

HealthStream Inc. Chief Technology Officer Jeff Cunningham acquired 1,564 shares of common stock upon vesting of restricted share units on September 29, 2026. 381 shares were withheld for payment of tax liability at $29.10 per share. The RSUs were subject to vesting schedules contingent upon continued service at the time of vesting; no Rule 10b5-1 plan is reported.

Insider Trade Summary

1,564 shares exercised/converted

Exercise 5 txns

Insider Cunningham Jeff

Role Chief Technology Officer

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}	310	$0.00	$0.00
Exercise	Common Stock ^F1	1,564	$0.00	$0.00
Tax Withholding	Common Stock ^F2	381	$29.10	$11K

Holdings After Transaction: Restricted Share Units — 4,074 contracts (Direct); Common Stock — 38,696 shares (Direct)

Footnotes (7)

F1. Shares acquired on vesting of restricted share units.
F2. Shares withheld for payment of tax liability.
F3. Each restricted share unit (RSU) represents the contingent right to receive one share of common stock upon vesting of the unit.
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.
F5. Not applicable.
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.
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: 1,564 shares Shares withheld for tax liability: 381 shares Price per share: $29.10 per share +3 more

6 metrics

Common shares acquired 1,564 shares Acquired upon RSU vesting on September 29, 2026

Shares withheld for tax liability 381 shares On September 29, 2026

Price per share $29.10 per share Reported for the tax-liability withholding on September 29, 2026

Restricted share units 844 units Vesting schedule with dates from September 20, 2024, through September 20, 2027

Restricted share units 410 units Vesting schedule with dates from September 18, 2025, through September 18, 2028

Restricted share units 310 units Vesting schedule with dates from September 24, 2026, through September 24, 2029

Key Terms

Restricted Share Units, contingent right, vesting schedule

3 terms

contingent right technical

"the contingent right to receive one share of common stock upon vesting"

vesting schedule technical

"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.

FAQ

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

How many HSTM shares did Jeff Cunningham receive from vested RSUs?

Jeff Cunningham, HealthStream Inc.'s Chief Technology Officer, acquired 1,564 shares of common stock upon vesting of restricted share units on September 29, 2026. Another 381 shares were withheld for payment of tax liability at $29.10 per share.

What vesting conditions applied to Jeff Cunningham's HSTM RSUs?

Each schedule was contingent on continued service at vesting. For 844 RSUs, 15% vested September 20, 2024, 20% September 20, 2025, 30% September 20, 2026, and the remaining 35% September 20, 2027. For 410 RSUs, the dates were September 18, 2025, 2026, 2027, and 2028, at 15%, 20%, 30%, and 35%. For 310 RSUs, the dates were September 24, 2026, 2027, 2028, and 2029, at 15%, 20%, 30%, and 35%.

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 - 05:31 PM Accepted by SEC EDGAR 09/29/2026 - 05:31 PM

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^*

Cunningham Jeff

(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)
	Chief Technology Officer

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	09/29/2026		M		1,564⁽¹⁾	A	$0	39,077	D
Common Stock	09/29/2026		F		381⁽²⁾	D	$29.1	38,696	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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			310	⁽⁷⁾	⁽⁵⁾	Common Stock	310	$0	1,759	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/ Jeff Cunningham	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)

Source: View Original Filing on SEC EDGAR