STOCK TITAN

RSU vesting boosts HealthStream (HSTM) director Frank Gordon’s shareholdings

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

Rhea-AI Filing Summary

HealthStream director Frank Gordon reported routine equity compensation activity. On June 8, 2026, he acquired 3,148 shares of common stock through the vesting of restricted share units, a non-cash transaction recorded with code M for derivative exercise/conversion.

Following this vesting, Gordon directly holds 215,552 shares of HealthStream common stock. He also reports several indirect holdings, including shares held in a family trust, custodial accounts for minor children, and entities such as The Joel Company and Crofton Capital, reflecting ownership through related accounts rather than new market trades.

The footnotes explain that each restricted share unit represents the right to receive one share of common stock upon vesting and that these RSUs vest over a three year vesting schedule, contingent on continued service. The filing shows no open‑market purchases or sales, only the conversion of RSUs into common stock and updated indirect ownership positions.

Positive

  • None.

Negative

  • None.
Insider GORDON FRANK
Role null
Type Security Shares Price Value
Exercise Restricted Share Units 1,126 $0.00 --
Exercise Restricted Share Units 1,006 $0.00 --
Exercise Restricted Share Units 1,016 $0.00 --
Exercise Common Stock Holding 3,148 $0.00 --
holding Common Stock Holding -- -- --
holding Common Stock Holding -- -- --
holding Common Stock Holding -- -- --
holding Common Stock Holding -- -- --
holding Common Stock Holding -- -- --
holding Common Stock Holding -- -- --
Holdings After Transaction: Restricted Share Units — 0 shares (Direct, null); Common Stock Holding — 215,552 shares (Direct, null); Common Stock Holding — 100,418 shares (Indirect, Held by Crofton Capital)
Footnotes (1)
  1. Shares acquired on vesting of restricted share units. Each restricted share unit (RSU) represents the contingent right to receive one share of common stock upon vesting of the unit. The RSU's are subject to a three year vesting schedule, contingent upon continued service at the time of vesting. The RSU's vest annually beginning June 6, 2024 in three equal installments. Not applicable. The RSU's are subject to a three year vesting schedule, contingent upon continued service at the time of vesting. The RSU's vest annually beginning May 30, 2025 in three equal installments. The RSU's are subject to a three year vesting schedule, contingent upon continued service at the time of vesting. The RSU's vest annually beginning May 29, 2026 in three equal installments.
Shares acquired via RSU vesting 3,148 shares Common stock received from RSU vesting on June 8, 2026
Direct common shares after transaction 215,552 shares Frank Gordon direct holdings following RSU conversion
RSU block 1 after transaction 2,032 units Restricted share units remaining in one award after June 8, 2026
RSU block 2 after transaction 1,006 units Restricted share units remaining in another award
RSU block 3 after transaction 0 units One RSU grant fully converted into 1,126 common shares
Crofton Capital indirect holding 100,418 shares HealthStream common stock held indirectly via Crofton Capital
The Joel Company indirect holding 11,386 shares HealthStream common stock held indirectly via The Joel Company
Family trust indirect holding 2,000 shares Frank E. Gordon 2003 Family Trust common stock holding
Restricted Share Units financial
"Restricted Share Units, transaction code M, represent awards converting into common stock."
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.
three year vesting schedule financial
"The RSU's are subject to a three year vesting schedule, contingent upon continued service."
contingent right financial
"Each restricted share unit represents the contingent right to receive one share of common stock."
custodial account for minor child financial
"Indirect holdings include a custodial account for minor child - Taylor K. Gordon."
derivative exercise/conversion financial
"Transaction code M is described as exercise or conversion of derivative security."
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
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*
GORDON FRANK

(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/08/2026
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 Holding06/08/2026M3,148(1)A$0215,552D
Common Stock Holding100,418IHeld by Crofton Capital
Common Stock Holding11,386IHeld by The Joel Company
Common Stock Holding2,500ICustodial account for minor child - Gavin B. Gordon
Common Stock Holding2,500ICustodial account for minor child - Cameron L. Gordon
Common Stock Holding2,000ICustodial account for minor child - Taylor K. Gordon
Common Stock Holding2,000IFrank E. Gordon 2003 Family Trust
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(2)06/08/2026M1,126 (3) (4)Common Stock1,126$00D
Restricted Share Units$0(2)06/08/2026M1,006 (5) (4)Common Stock1,006$01,006D
Restricted Share Units$0(2)06/08/2026M1,016 (6) (4)Common Stock1,016$02,032D
Explanation of Responses:
1. Shares acquired on vesting of restricted share units.
2. Each restricted share unit (RSU) represents the contingent right to receive one share of common stock upon vesting of the unit.
3. The RSU's are subject to a three year vesting schedule, contingent upon continued service at the time of vesting. The RSU's vest annually beginning June 6, 2024 in three equal installments.
4. Not applicable.
5. The RSU's are subject to a three year vesting schedule, contingent upon continued service at the time of vesting. The RSU's vest annually beginning May 30, 2025 in three equal installments.
6. The RSU's are subject to a three year vesting schedule, contingent upon continued service at the time of vesting. The RSU's vest annually beginning May 29, 2026 in three equal installments.
/s/ Frank E. Gordon06/09/2026
** 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) director Frank Gordon report in this Form 4?

Frank Gordon reported vesting of restricted share units converting into 3,148 HealthStream common shares. The filing updates his direct and indirect holdings and reflects routine equity compensation rather than open-market trading activity.

How many HealthStream shares does Frank Gordon hold after this Form 4?

After the reported transactions, Frank Gordon directly holds 215,552 HealthStream common shares. The Form 4 also lists additional indirect holdings through a family trust, custodial accounts, and entities such as The Joel Company and Crofton Capital.

Were there any open-market buys or sells in this HealthStream (HSTM) Form 4?

No. The Form 4 shows no open-market purchases or sales. The main activity is the vesting and conversion of restricted share units into common stock, plus disclosure of indirect holdings in related accounts and entities.

What are restricted share units (RSUs) in the HealthStream Form 4?

Restricted share units in this filing are awards that convert into one share of HealthStream common stock upon vesting. They vest over three years in equal annual installments, contingent on the director’s continued service at each vesting date.

How many RSUs vested for Frank Gordon in this HealthStream report?

The filing shows 3,148 common shares acquired from vesting RSUs. This includes underlying amounts of 1,016, 1,006, and 1,126 shares tied to separate RSU awards, each converting into common stock as part of scheduled vesting.

What indirect HealthStream holdings are disclosed for Frank Gordon?

Indirect holdings include shares held by the Frank E. Gordon 2003 Family Trust, custodial accounts for his minor children, and entities such as The Joel Company and Crofton Capital, each reported with its own post-transaction share balance.