HQY insider files Form 144 to sell 977 shares via Morgan Stanley

Rhea-AI Filing Summary

HealthEquity insider proposes sale of 977 shares valued at $86,530.31 under Rule 144, representing restricted stock that vested in three tranches totaling 977 shares acquired on 03/30/2022, 03/29/2023, and 03/27/2024.

The filing names Morgan Stanley Smith Barney as the broker and lists an approximate sale date of 10/06/2025. It reports 86,156,334 shares outstanding and discloses a prior sale by the same person of 6,000 shares on 09/19/2025 for gross proceeds of $564,647.35. The notice includes the standard signature representation that the seller knows of no undisclosed material adverse information.

Positive

• Compliance disclosure filed under Rule 144 with broker and sale date specified
• All shares tied to restricted stock vesting, with acquisition dates and amounts provided for traceability
• Prior sale disclosed (6,000 shares on 09/19/2025), showing transaction history

Negative

• Insider proposes additional stock sale (977 shares) which increases insider selling activity
• Form lacks issuer address and some filer contact details in the provided text

Insights

Insider Transactions Analyst

TL;DR: An insider plans a routine Rule 144 sale of vested restricted shares totaling 977 shares on 10/06/2025.

The filing shows the 977 shares were granted as restricted stock and vested in three separate tranches on 03/30/2022, 03/29/2023, and 03/27/2024, and are to be sold through Morgan Stanley Smith Barney. The aggregate market value is listed as $86,530.31 and the issuer has 86,156,334 shares outstanding, indicating the sale is immaterial to capital structure.

Risks and dependencies are procedural: sales under Rule 144 must comply with volume and public information requirements, and the filer affirms no undisclosed material adverse information. Monitor the actual execution on or around 10/06/2025 and any additional Form 4s/144s that would show larger or recurring insider sales within the same reporting period.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common Stock	Morgan Stanley Smith Barney 2000 Westchester Ave Purchase NY 10577-2530	977	86530.31	86156334	10/06/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common Stock	03/30/2022	Restricted Stock Vesting	ISSUER			254	10/06/2025	Compensation
Common Stock	03/29/2023	Restricted Stock Vesting	ISSUER			366	10/06/2025	Compensation
Common Stock	03/27/2024	Restricted Stock Vesting	ISSUER			357	10/06/2025	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Delano Ladd C/O HealthEquity, Inc. 15 W. Scenic Pointe Dr. Ste, 100 Draper UT 84020	Common Stock	09/19/2025	6000	564647.35

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does HealthEquity's (HQY) Form 144 say about the proposed sale?

The Form 144 notifies a proposed sale of 977 shares with an aggregate market value of $86,530.31, through Morgan Stanley Smith Barney, with an approximate sale date of 10/06/2025.

How were the 977 shares acquired by the seller in the HQY filing?

The shares were acquired via restricted stock vesting on 03/30/2022 (254 shares), 03/29/2023 (366 shares), and 03/27/2024 (357 shares).

Did the filer recently sell other HealthEquity shares?

Yes. The filing discloses a prior sale of 6,000 shares on 09/19/2025 for gross proceeds of $564,647.35.

How many HealthEquity shares are outstanding according to the Form 144?

The Form 144 lists 86,156,334 shares outstanding.

What representation does the seller make in the filing?

By signing the notice the seller represents they do not know any material adverse information about the issuer that is not publicly disclosed and references Rule 10b5-1 if a trading plan exists.