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Heartflow (HTFL) CFO reports 2,009-share tax withholding transactions

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(Neutral)
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(Neutral)
Form Type
4

Rhea-AI Filing Summary

Heartflow, Inc. Chief Financial Officer Vikram Verghese reported routine share dispositions related to tax withholding on vesting restricted stock units. On May 6, the issuer retained 1,536 shares of common stock at $30.29 per share, and on May 7 retained 473 shares at $29.98 per share. These 2,009 shares were withheld by the company to satisfy income tax obligations, not sold in the open market, and Verghese held 210,854 shares directly following the most recent transaction.

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Insider Verghese Vikram
Role Chief Financial Officer
Type Security Shares Price Value
Tax Withholding Common Stock. 473 $29.98 $14K
Tax Withholding Common Stock. 1,536 $30.29 $47K
Holdings After Transaction: Common Stock. — 210,854 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Tax-withholding shares May 7 473 shares at $29.98 Common stock withheld for taxes on May 7, 2026
Tax-withholding shares May 6 1,536 shares at $30.29 Common stock withheld for taxes on May 6, 2026
Total tax-withholding shares 2,009 shares Combined tax-withholding dispositions reported in this Form 4
Post-transaction holdings 210,854 shares Direct common stock owned after May 7, 2026 transaction
Tax-withholding transactions count 2 transactions Both coded F for tax-withholding disposition
Tax-withholding share total in summary 2,009 shares Reported in transactionSummary.taxWithholdingShares
tax-withholding disposition financial
"transaction_action: "tax-withholding disposition""
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
restricted stock units financial
"in connection with the vesting and net settlement of restricted stock units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Form 4 regulatory
"INSIDER FILING DATA (Form 4):"
Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.
Common Stock financial
"security_title": "Common Stock.""
Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.
income tax withholding financial
"satisfy income tax withholding and remittance obligations"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Verghese Vikram
(Last)(First)(Middle)
C/O HEARTFLOW, INC.
135 MAIN STREET, SUITE 1000
(Street)
SAN FRANCISCO CALIFORNIA 94105
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Heartflow, Inc. [ HTFL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock.05/06/2026F1,536(1)D$30.29211,327D
Common Stock.05/07/2026F473(1)D$29.98210,854D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares that have been retained by the Issuer to satisfy income tax withholding and remittance obligations in connection with the vesting and net settlement of restricted stock units previously reported.
/s/ Nga Van, by power of attorney05/08/2026
** Signature of Reporting PersonDate
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

FAQ

What insider transactions did Heartflow (HTFL) CFO Vikram Verghese report?

Vikram Verghese reported two dispositions of Heartflow common stock tied to tax withholding. On May 6 and May 7, 2026, the issuer retained a total of 2,009 shares to cover income tax obligations from vested restricted stock units.

How many Heartflow (HTFL) shares were withheld for Vikram Verghese’s taxes?

A total of 2,009 Heartflow common shares were withheld for taxes. This included 1,536 shares on May 6, 2026, at $30.29 per share and 473 shares on May 7, 2026, at $29.98 per share, according to the Form 4.

Were Vikram Verghese’s Heartflow (HTFL) transactions open-market sales?

No, the transactions were not open-market sales. The Form 4 classifies them as tax-withholding dispositions, where the issuer retains shares to satisfy income tax and remittance obligations arising from the vesting and net settlement of restricted stock units.

How many Heartflow (HTFL) shares does Vikram Verghese own after these transactions?

After the May 7, 2026 tax-withholding disposition, Vikram Verghese directly owned 210,854 shares of Heartflow common stock. This post-transaction holding reflects his remaining direct ownership following the issuer’s retention of shares for income tax obligations.

What does the F transaction code mean in the Heartflow (HTFL) Form 4?

The F transaction code on the Form 4 indicates a tax-withholding disposition. It reflects that shares were delivered to the issuer to pay the exercise price or income tax liability associated with equity awards, rather than being sold in the open market by the insider.