Tax-driven share sale by Hyliion (HYLN) CEO Thomas J. Healy

Rhea-AI Filing Summary

Hyliion Holdings Corp. reported a tax-related share transaction involving Chief Executive Officer Thomas J. Healy. A total of 58,202 shares of common stock were sold at $2.05 per share at the direction of the company to cover his tax withholding obligations under an award agreement. Following this transaction, Healy directly owned 35,340,288 shares of Hyliion common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Healy Thomas J.

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Other	Common Stock	58,202	$2.05	$119K

Holdings After Transaction: Common Stock — 35,340,288 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

Healy Thomas J.

(Last) (First) (Middle)

C/O HYLIION HOLDING CORP.

1202 BMC DRIVE, SUITE 100

(Street)

CEDAR PARK TX 78613

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Hyliion Holdings Corp. [ HYLN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/03/2026

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	03/03/2026		J(1)		58,202	D	$2.05	35,340,288	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

Explanation of Responses:

1. These shares were sold at the direction of the issuer under the terms of the issuer's award agreement with the reporting person. Under the award agreement, the decision to sell shares to cover the reporting person's tax withholding obligations is at the sole discretion of the issuer.

Remarks:

	/s/ Thomas J. Healy	03/04/2026
	** 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.

FAQ

What insider transaction did Hyliion (HYLN) CEO Thomas J. Healy report?

Thomas J. Healy reported a transaction involving 58,202 shares of Hyliion common stock. The shares were sold at the company’s direction to cover tax withholding obligations under an award agreement, rather than as a discretionary open-market sale by the CEO.

At what price were the Hyliion (HYLN) shares in Thomas Healy’s Form 4 transaction sold?

The 58,202 Hyliion shares involved in the transaction were sold at $2.05 per share. This sale was executed under the issuer’s award agreement to satisfy Thomas Healy’s tax withholding obligations, rather than as a voluntary trading decision by him.

How many Hyliion (HYLN) shares does CEO Thomas Healy own after this Form 4 transaction?

After the reported transaction, Thomas Healy directly owned 35,340,288 shares of Hyliion common stock. This figure reflects his holdings immediately following the tax-related share sale conducted under the terms of the company’s equity award agreement.

Why were Hyliion (HYLN) CEO Thomas Healy’s shares sold in this Form 4 filing?

The shares were sold to cover Thomas Healy’s tax withholding obligations arising from an equity award. Under the award agreement, Hyliion had sole discretion to decide to sell shares for this purpose, and the transaction was executed at the issuer’s direction.

What does transaction code J mean in Thomas Healy’s Hyliion (HYLN) Form 4?

Transaction code J indicates an “other acquisition or disposition” of securities. In this case, the code corresponds to a sale of shares directed by Hyliion to cover Thomas Healy’s tax withholding obligations related to an equity award, as described in the footnote.