Form 4: Health Catalyst CEO Albert Reports Significant Equity Awards

Health Catalyst CEO Benjamin Albert reported the acquisition of over 968,000 restricted stock units and performance-based restricted units, alongside a tax-related stock disposition.

Summary

• Benjamin Albert, CEO and Director of Health Catalyst, Inc. (HCAT), reported changes in his beneficial ownership of common stock.
• On February 25, 2026, Albert acquired 930,000 restricted stock units (RSUs) at a price of $0.00 per unit, granted under the Issuer's 2019 Stock Option and Incentive Plan.
• These RSUs represent a contingent right to receive one share of common stock each, with 16.67% vesting on March 1, 2026, and the remaining 83.33% vesting in 10 equal quarterly installments thereafter.
• Also on February 25, 2026, Albert acquired 38,833 performance-based restricted units (PRSUs) at a price of $0.00 per unit, also under the 2019 Plan.
• These PRSUs are contingent on the Issuer's satisfaction of certain performance criteria for the fiscal year ended December 31, 2025, and each represents a contingent right to receive one share of common stock.
• On February 26, 2026, Albert disposed of 13,304 shares of common stock at a price of $1.7478 per share.
• This disposition was a 'sell to cover' transaction mandated by the Issuer's equity incentive plans to satisfy tax withholding obligations related to the vesting of restricted stock units, and was not a discretionary trade.
• Following these transactions, Albert beneficially owns 1,533,399 shares of common stock directly.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a positive indicator of management's long-term alignment with shareholder interests through significant equity awards, though it is a routine compensation disclosure and not indicative of new operational performance.

Positives

• The grant of 930,000 RSUs and 38,833 PRSUs aligns the CEO's long-term interests with those of shareholders, incentivizing company performance.
• The performance-based nature of the PRSUs ties a portion of the CEO's compensation directly to the company's achievement of specific fiscal year 2025 performance criteria.

Negatives

• A disposition of 13,304 shares occurred, though it was a non-discretionary 'sell to cover' transaction for tax withholding purposes, which is a routine event for equity awards.

Future Outlook

The future outlook includes the vesting of 16.67% of the 930,000 RSUs on March 1, 2026, with the remaining 83.33% vesting in 10 equal quarterly installments thereafter. The 38,833 PRSUs are contingent on the company's performance for the fiscal year ended December 31, 2025.

Industry Context

StockSavvy.ai notes that significant equity awards to a CEO, including both time-based and performance-based restricted units, are a standard practice in the healthcare technology sector. This compensation structure is designed to retain key executives and align their incentives with the long-term growth and shareholder value creation of the company.

Comparison to Industry Standards

• StockSavvy.ai notes that the structure of RSU and PRSU awards, with both time-based and performance-based vesting conditions, aligns with common executive compensation practices observed across the technology and healthcare industries. Companies like Cerner (now Oracle Health) and Epic Systems often utilize similar equity-based incentives to motivate leadership.
• The 'sell to cover' mechanism for tax withholding is a widely adopted method for managing tax liabilities associated with equity vesting, consistent with practices at numerous publicly traded companies.

Stakeholder Impact

• Shareholders: The significant equity awards to the CEO are intended to align his interests with long-term shareholder value creation, potentially benefiting shareholders through sustained performance.
• Employees: Executive compensation practices can influence overall company morale and compensation strategies, potentially impacting other employees indirectly.

Next Steps

• Vesting of 16.67% of the 930,000 RSUs on March 1, 2026.
• Subsequent quarterly vesting of the remaining 83.33% of RSUs over 10 installments.
• Evaluation of Health Catalyst's performance criteria for the fiscal year ended December 31, 2025, to determine the final vesting of the 38,833 PRSUs.

Key Dates

Recommendation

This Form 4 reports routine executive compensation awards and a tax-related stock disposition, which are standard disclosures and do not provide new fundamental information to warrant a change in investment recommendation. The awards align management incentives, but the filing itself does not present new catalysts for a 'buy' or 'sell' decision.

Keywords

Health Catalyst, HCAT, Form 4, Restricted Stock Units, Performance-Based Restricted Units, Executive Compensation, Insider Transaction, Equity Award, CEO