Form 4: Heartflow CFO Acquires Shares and Options

Heartflow's Chief Financial Officer, Vikram Verghese, reported the acquisition of restricted stock units and stock options, alongside the conversion of a promissory note into common stock.

Summary

• Vikram Verghese, Chief Financial Officer of Heartflow, Inc. (HTFL), reported transactions involving the company's equity securities.
• On August 7, 2025, Mr. Verghese acquired 21,052 shares of Common Stock in the form of Restricted Stock Units (RSUs). These RSUs will vest quarterly, with 1/16th vesting on each quarterly anniversary of the August 7, 2025, vesting commencement date, subject to continued service.
• Also on August 7, 2025, Mr. Verghese acquired stock options for 110,629 shares of Common Stock with an exercise price of $19. These options will vest monthly, with 1/48th vesting on each monthly anniversary of the August 7, 2025, vesting commencement date, subject to continued service, and expire on August 7, 2035.
• On August 11, 2025, a convertible promissory note held by Mr. Verghese automatically converted into 9,516 shares of Heartflow's common stock. This conversion occurred upon the closing of Heartflow's initial public offering at a conversion price of 80% of the IPO price, subject to a $2.0 billion valuation ceiling.
• Following these transactions, Mr. Verghese beneficially owns 145,383 shares of Common Stock directly and 110,629 stock options directly.

Sentiment

Score: 7

Explanation: The sentiment is moderately positive due to the Chief Financial Officer's acquisition of additional equity, which typically signals confidence in the company's future prospects and aligns management incentives with shareholder interests.

Positives

• The acquisition of additional equity (RSUs and stock options) by the Chief Financial Officer may signal management's confidence in the company's future performance.
• The vesting schedules for both RSUs and stock options align the CFO's long-term interests with those of shareholders.

Future Outlook

The filing details future vesting schedules for the Chief Financial Officer's equity awards. Restricted Stock Units (RSUs) will vest 1/16th quarterly from August 7, 2025, and stock options will vest 1/48th monthly from August 7, 2025, both contingent on continued service.

Related Party Transactions

• Acquisition of 21,052 Restricted Stock Units (RSUs) by Vikram Verghese, the Chief Financial Officer, on August 7, 2025.
• Acquisition of stock options for 110,629 shares by Vikram Verghese, the Chief Financial Officer, on August 7, 2025.
• Conversion of a convertible promissory note held by Vikram Verghese, the Chief Financial Officer, into 9,516 shares of common stock on August 11, 2025.

Stakeholder Impact

• Shareholders may view the CFO's increased equity stake as a positive signal of management's commitment and belief in the company's long-term value.
• Employees, particularly those with similar equity compensation, may see this as a reaffirmation of the company's compensation strategy and future outlook.

Next Steps

• Continued vesting of 21,052 Restricted Stock Units (RSUs) on a quarterly basis, starting from August 7, 2025.
• Continued vesting of 110,629 stock options on a monthly basis, starting from August 7, 2025.

Key Dates

Keywords

Heartflow, HTFL, Vikram Verghese, CFO, Insider Trading, Form 4, Restricted Stock Units, Stock Options, Equity Compensation, Convertible Note, Beneficial Ownership