STOCK TITAN

HealthStream (HSTM) EVP receives RSU shares and uses stock for taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

HealthStream Executive Vice President Michael Manning Collier reported several compensation-related equity transactions tied to restricted share units (RSUs). On March 30, 2026, RSUs vested and were converted into a total of 7,285 shares of common stock, consistent with the footnote stating shares were acquired on vesting of RSUs.

To cover tax obligations, 1,774 shares of common stock were withheld at a price of $21.25 per share, described as payment of tax liability by delivering securities. After these transactions, Collier directly holds 60,293 shares of HealthStream common stock. Footnotes explain that each RSU represents the right to receive one share upon vesting and outline multi-year vesting schedules, including time-based and performance-based awards contingent on continued service and achievement of specified performance criteria.

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Insider Collier Michael Manning
Role Executive Vice President
Type Security Shares Price Value
Exercise Restricted Share Units 356 $0.00 --
Exercise Restricted Share Units 560 $0.00 --
Exercise Restricted Share Units 857 $0.00 --
Exercise Restricted Share Units 2,067 $0.00 --
Exercise Restricted Share Units 3,445 $0.00 --
Exercise Common Stock Holding 7,285 $0.00 --
Tax Withholding Common Stock Holding 1,774 $21.25 $38K
Holdings After Transaction: Restricted Share Units — 2,020 shares (Direct); Common Stock Holding — 62,067 shares (Direct)
Footnotes (1)
  1. Shares acquired on vesting of restricted share units. Shares withheld for payment of tax liability. Each restricted share unit (RSU) represents the contingent right to receive one share of common stock upon vesting of the unit. The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on March 19, 2026, 20% vest on March 19, 2027, 30% vest on March 19, 2028, and the remaining 35% vest on March 19, 2029. Not applicable. The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on March 20, 2025, 20% vest on March 20, 2026, 30% vest on March 20, 2027, and the remaining 35% vest on March 20, 2028. The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on March 22, 2024, 20% vest on March 22, 2025, 30% vest on March 22, 2026, and the remaining 35% vest on March 22, 2027. The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on March 23, 2023, 20% vest on March 23, 2024, 30% vest on March 23, 2025, and the remaining 35% vest on March 23, 2026. Vesting of these RSUs is contingent upon continued service at the time of vesting and the achievement of certain performance criteria. The performance criteria will be established on an annual basis by the Compensation Committee of the Board of Directors. 15% vest on March 23, 2023 for the period January 1, 2022 through December 31, 2022; 20% vest on March 23, 2024 for the period January 1, 2023 through December 31, 2023; 20% vest on March 23, 2025 for the period January 1, 2024 through December 31, 2024; 20% vest on March 23, 2026 for the period January 1, 2025 through December 31, 2025; and 25% vest on March 23, 2027 for the period January 1, 2026 through December 31, 2026. Vesting is determined based on actual performance. The performance criteria for the period January 1, 2025 through December 31, 2025 was achieved; therefore 20% of the awards vested on March 23, 2026.
Shares acquired from RSU vesting 7,285 shares Common stock received upon RSU vesting on March 30, 2026
Shares withheld for taxes 1,774 shares Withheld at $21.25 per share to pay tax liability
Tax withholding price $21.25 per share Price used for F-code tax-withholding disposition
Direct holdings after transactions 60,293 shares Common stock directly owned after March 30, 2026 transactions
RSU vesting allocation (example) 15% / 20% / 30% / 35% Typical four-year time-based RSU vesting schedule
Performance-based vesting portion 20% vested March 23, 2026 Performance criteria for Jan 1, 2025–Dec 31, 2025 achieved
Restricted share units financial
"Shares acquired on vesting of restricted share units."
Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.
RSU financial
"Each restricted share unit (RSU) represents the contingent right to receive one share"
Restricted stock units (RSUs) are a form of company shares given to employees as part of their compensation, usually with certain restrictions or conditions, such as remaining with the company for a set period. When these restrictions lift, employees receive actual shares that they can sell or hold. For investors, RSUs can impact a company's stock supply and reflect the company's commitment to attracting and retaining talent.
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
vesting schedule financial
"The RSUs are subject to a four year vesting schedule, contingent upon continued service"
A vesting schedule is a timeline that determines when someone gains full ownership of certain benefits, such as company stock or retirement contributions. Think of it like earning the right to own a gift gradually over time, rather than receiving it all at once. It matters to investors because it affects when they can fully access or sell these benefits, influencing their financial planning and decision-making.
performance criteria financial
"Vesting of these RSUs is contingent upon continued service ... and the achievement of certain performance criteria."
SEC Form 4
FORM 4UNITED 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*
Collier Michael Manning

(Last)(First)(Middle)
500 11TH AVENUE NORTH
SUITE 850

(Street)
NASHVILLE TENNESSEE 37203

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
HEALTHSTREAM INC [ HSTM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Executive Vice President
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock Holding03/30/2026M7,285(1)A$062,067D
Common Stock Holding03/30/2026F1,774(2)D$21.2560,293D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Share Units$0(3)03/30/2026M356 (4) (5)Common Stock356$02,020D
Restricted Share Units$0(3)03/30/2026M560 (6) (5)Common Stock560$01,820D
Restricted Share Units$0(3)03/30/2026M857 (7) (5)Common Stock857$01,000D
Restricted Share Units$0(3)03/30/2026M2,067 (8) (5)Common Stock2,067$00D
Restricted Share Units$0(3)03/30/2026M3,445 (9) (5)Common Stock3,445$04,306D
Explanation of Responses:
1. Shares acquired on vesting of restricted share units.
2. Shares withheld for payment of tax liability.
3. Each restricted share unit (RSU) represents the contingent right to receive one share of common stock upon vesting of the unit.
4. The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on March 19, 2026, 20% vest on March 19, 2027, 30% vest on March 19, 2028, and the remaining 35% vest on March 19, 2029.
5. Not applicable.
6. The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on March 20, 2025, 20% vest on March 20, 2026, 30% vest on March 20, 2027, and the remaining 35% vest on March 20, 2028.
7. The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on March 22, 2024, 20% vest on March 22, 2025, 30% vest on March 22, 2026, and the remaining 35% vest on March 22, 2027.
8. The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on March 23, 2023, 20% vest on March 23, 2024, 30% vest on March 23, 2025, and the remaining 35% vest on March 23, 2026.
9. Vesting of these RSUs is contingent upon continued service at the time of vesting and the achievement of certain performance criteria. The performance criteria will be established on an annual basis by the Compensation Committee of the Board of Directors. 15% vest on March 23, 2023 for the period January 1, 2022 through December 31, 2022; 20% vest on March 23, 2024 for the period January 1, 2023 through December 31, 2023; 20% vest on March 23, 2025 for the period January 1, 2024 through December 31, 2024; 20% vest on March 23, 2026 for the period January 1, 2025 through December 31, 2025; and 25% vest on March 23, 2027 for the period January 1, 2026 through December 31, 2026. Vesting is determined based on actual performance. The performance criteria for the period January 1, 2025 through December 31, 2025 was achieved; therefore 20% of the awards vested on March 23, 2026.
/s/ Michael M. Collier03/31/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What did HealthStream (HSTM) Executive Vice President Michael Manning Collier report in this Form 4?

He reported RSU vesting that converted into 7,285 shares of common stock and a related tax withholding. These transactions reflect equity compensation vesting rather than open-market buying or selling, and they updated his direct ownership position in HealthStream.

How many HealthStream (HSTM) shares did Michael Manning Collier acquire from RSU vesting?

He acquired 7,285 shares of HealthStream common stock upon vesting of restricted share units. Each RSU represents the right to receive one share when vesting conditions are met, as described in the footnotes detailing the equity award structure and schedules.

How many HealthStream (HSTM) shares were withheld for Michael Manning Collier’s taxes and at what price?

A total of 1,774 shares of HealthStream common stock were withheld to pay tax liabilities at a price of $21.25 per share. The filing characterizes this F-code transaction as payment of tax liability by delivering securities rather than an open-market sale.

What is Michael Manning Collier’s direct HealthStream (HSTM) share ownership after these transactions?

Following the RSU vesting and tax withholding transactions, Michael Manning Collier directly holds 60,293 shares of HealthStream common stock. This figure reflects his updated ownership position after the issuance of new shares from RSUs and the shares withheld for tax obligations.

How do HealthStream (HSTM) restricted share units (RSUs) work for Michael Manning Collier?

Each RSU gives the contingent right to receive one share of HealthStream common stock upon vesting. Vesting is tied to multi-year schedules requiring continued service, and some awards also depend on achieving performance criteria set annually by the Compensation Committee.

What are the vesting schedules for Michael Manning Collier’s HealthStream (HSTM) RSU awards?

Footnotes describe four-year vesting schedules, typically 15% in the first year, 20% in the second, 30% in the third, and 35% in the fourth. Certain RSUs also require meeting annual performance criteria over periods running from January 1 through December 31.