[Form 4] HEALTHSTREAM INC Insider Trading Activity

Rhea-AI Filing Summary

Scott Fenstermacher, Senior Vice President at HealthStream, reported insider transactions dated 09/24/2025. The filing records a reported disposal of 16,026 shares of common stock and the acquisition of 1,552 restricted share units (RSUs) granted on 09/24/2025. Each RSU converts to one share upon vesting and the RSUs follow a four-year vesting schedule: 15% on 09/24/2026, 20% on 09/24/2027, 30% on 09/24/2028, and 35% on 09/24/2029. The RSUs were reported as beneficially owned following the transaction: 1,552 shares. The form is signed by Scott Fenstermacher on 09/26/2025.

Positive

• RSU grant disclosed (1,552 RSUs) with a clear four-year vesting schedule, aligning executive compensation with shareholder interests
• Filing signed and dated (09/26/2025), complying with Section 16 reporting formalities

Negative

• Reported disposal of 16,026 common shares on 09/24/2025; the filing does not state sale price or reason for disposal
• No price or proceeds are provided for the reported disposal, limiting assessment of financial impact

Insights

Securities Analyst

TL;DR: Officer received a standard RSU grant and reported a disposal of common shares; transaction appears routine.

The filing documents a grant of 1,552 RSUs with a time-based four-year vesting schedule, a common form of executive compensation that vests in installments over 2026–2029. The same filing reports a reported disposal of 16,026 common shares on the same trade date. For investors, RSU grants indicate ongoing compensation alignment with shareholders while the reported disposal may reflect personal liquidity choices; the filing does not state proceeds, price, or reason for the disposal. No additional material items such as option exercises, derivative transactions beyond the RSUs, or changes to control are disclosed.

Corporate Governance Expert

TL;DR: Compensation and share disposition disclosed; nothing in the form indicates governance issues or regulatory concerns.

The report identifies the reporting person as a company officer (Senior Vice President) and provides standard detail on RSU vesting timing and quantity. The disclosure meets Section 16 reporting requirements by documenting both the 1,552 RSU grant and the entry showing 16,026 shares in Table I. The form is signed and dated, and includes explicit vesting percentages and dates, supporting transparency on future potential dilution. The filing contains no statements of related-party transactions or departures from customary disclosure practices.

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^*

Fenstermacher Scott

(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)
	Senior Vice President

3. Date of Earliest Transaction (Month/Day/Year)
09/24/2025

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								16,026	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	(1)	09/24/2025		A		1,552		(2)	(3)	Common Stock	1,552	$0	1,552	D

Explanation of Responses:

1. Each restricted share unit (RSU) represents the contingent right to receive one share of common stock upon vesting of the unit.

2. 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.

3. Not applicable.

	/s/ Scott Fenstermacher	09/26/2025
	** 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.

FAQ

What did Scott Fenstermacher report on Form 4 for HSTM?

He reported a disposal of 16,026 common shares and the acquisition of 1,552 RSUs granted on 09/24/2025.

What is the vesting schedule for the RSUs reported by HSTM insider?

The RSUs vest over four years: 15% on 09/24/2026, 20% on 09/24/2027, 30% on 09/24/2028, and 35% on 09/24/2029.

How many shares are beneficially owned following the reported RSU grant?

The filing shows 1,552 shares reported as beneficially owned following the RSU grant.

What is the reporting person's role at HealthStream (HSTM)?

The reporting person is identified as an Officer with the title Senior Vice President.

When was the Form 4 signed by the reporting person?

The Form 4 is signed by Scott Fenstermacher on 09/26/2025.