Form 4: Health Catalyst GC Sells Shares for Tax Obligations

Health Catalyst's General Counsel, Benjamin Landry, sold 14,387 shares of common stock to cover tax withholding obligations related to vested Restricted Stock Units.

Summary

• Benjamin Landry, General Counsel of Health Catalyst, Inc. (HCAT), reported a transaction involving the company's common stock.
• On December 1, 2025, Landry disposed of 14,387 shares of common stock at a price of $2.9002 per share.
• This sale was explicitly identified as a 'sell to cover' transaction, mandated by the Issuer's equity incentive plans to satisfy tax withholding obligations upon the vesting of Restricted Stock Units.
• The transaction does not represent a discretionary trade by the Reporting Person.
• Following this transaction, Benjamin Landry beneficially owns 127,425 shares of Health Catalyst common stock.
• The filing indicates the 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).

Sentiment

Score: 5

Explanation: The sentiment is neutral as this is a routine, non-discretionary transaction for tax purposes related to equity compensation, not indicative of management's view on the company's prospects or a strategic move.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future outlook.

Management Comments

• The sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a 'sell to cover' transaction and does not represent a discretionary trade by the Reporting Person.

Industry Context

This specific insider transaction is a routine event related to executive compensation and tax obligations, and does not inherently reflect broader industry trends or competitive positioning for Health Catalyst, Inc.

Stakeholder Impact

• Shareholders: Minimal impact as this is a routine, non-discretionary transaction for tax purposes and not a signal of management's sentiment or a significant change in overall holdings.

Key Dates

Recommendation

This Form 4 reports a routine 'sell to cover' transaction by an executive to satisfy tax obligations upon RSU vesting. It is explicitly stated as non-discretionary and made under a 10b5-1 plan. Such transactions are common and generally do not reflect a change in the executive's confidence in the company or warrant a change in investment recommendation. Therefore, a 'hold' recommendation is appropriate as this event does not alter the fundamental investment thesis for Health Catalyst.

Keywords

Health Catalyst, HCAT, Form 4, Insider Transaction, Benjamin Landry, General Counsel, Restricted Stock Units, RSU, Tax Withholding, Sell to Cover, Equity Compensation