HealthStream (HSTM) CTO Granted 2,069 RSUs; Holdings 32,353 Shares

Jeff Cunningham, Chief Technology Officer of HealthStream, filed a Form 4 reporting an equity award and current stock holdings.

Rhea-AI Filing Summary

Jeff Cunningham, Chief Technology Officer of HealthStream, filed a Form 4 reporting an equity award and current stock holdings. The filing shows a grant of 2,069 restricted share units (RSUs) on 09/24/2025, each RSU representing the contingent right to one share of common stock and recorded at a $0 purchase price. The RSUs vest over four years based on continued service: 15% on 09/24/2026, 20% on 09/24/2027, 30% on 09/24/2028, and 35% on 09/24/2029. The form also lists a reported common stock holding of 32,353 shares following the transaction. The filing is signed and dated 09/26/2025.

Insights

Compensation Analyst

TL;DR: A routine grant of 2,069 RSUs with a standard multi-year vesting schedule aligns CTO pay with long-term company performance.

The filing documents a time-based equity award rather than a cash transaction or option exercise. The four-year vesting schedule with graded vesting (15%/20%/30%/35%) is typical for senior executive long-term incentives and ties value delivery to continued service. The award size (2,069 RSUs) should be interpreted relative to peer-level grants and the executive's existing holding of 32,353 shares; the filing does not provide total outstanding shares or grant-date fair value, so materiality cannot be fully assessed from this Form 4 alone.

Securities Compliance Analyst

TL;DR: Routine Section 16 disclosure of granted RSUs and reported holdings; no sales, exercises, or unusual dispositions disclosed.

The Form 4 records an acquisition entry for 2,069 RSUs on 09/24/2025 and reports a post-transaction beneficial holding of 32,353 shares of common stock. The RSUs are direct holdings and carry standard vesting contingencies tied to continued service. The document contains a manual signature and date, satisfying formality requirements. There is no indication in this filing of market transactions such as open-market purchases or sales, and no derivative exercises beyond the RSU grant are reported.

Insider Trade Summary

Grant/Award: 2,069 shares

Grant/Award 2 txns

Insider Cunningham Jeff

Role Chief Technology Officer

Type	Security	Shares	Price	Value
Grant/Award	Restricted Share Units	2,069	$0.00	$0.00
holding	Common Stock Holding	--	--	--

Holdings After Transaction: Restricted Share Units — 2,069 contracts (Direct); Common Stock Holding — 32,353 shares (Direct)

Footnotes (3)

1. F1. Each restricted share unit (RSU) represents the contingent right to receive one share of common stock upon vesting of the unit.
2. F2. 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. F3. Not applicable.

FAQ

What did HealthStream insider Jeff Cunningham report on Form 4 (HSTM)?

The filing reports a grant of 2,069 restricted share units (RSUs) on 09/24/2025 and a reported common stock holding of 32,353 shares following the transaction.

When do the RSUs granted to Jeff Cunningham vest?

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, contingent on continued service.

What is the price or cost recorded for the RSU grant?

The RSUs are recorded with a $0 price on the Form 4, reflecting a grant of restricted share units rather than a purchase.

Does the Form 4 show any sales or exercises by Jeff Cunningham?

No. The Form 4 shows an acquisition of RSUs and reports holdings; it does not disclose any open-market sales, option exercises, or disposals in this filing.

When was the Form 4 signed for this disclosure?

The form is signed by Jeff Cunningham and dated 09/26/2025.

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Accepted by SEC EDGAR 09/26/2025 - 04:10 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).

1. Name and Address of Reporting Person^*

Cunningham Jeff

(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)
	Chief Technology Officer

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								32,353	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		2,069		(2)	(3)	Common Stock	2,069	$0	2,069	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/ Jeff Cunningham	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.