HEALTHEQUITY, INC. — Director's Dealing 2016

Aug 25, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEALTHEQUITY INC (HQY)
CIK: 0001428336
Period of Report: 2016-08-23

Reporting Person: Kessler Jon (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-08-23	Common Stock	M	10000	$1.25	Acquired	430000	Direct
2016-08-23	Common Stock	S	10000	$29.00	Disposed	420000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-08-23	Stock Option (right to buy)	$1.25	M	10000	Disposed	2021-08-08	Common Stock (10000)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (right to buy)	$0.10	2019-03-26	Common Stock (220000)	220000	Direct
Stock Option (right to buy)	$14.00	2024-07-30	Common Stock (40000)	40000	Direct

Footnotes

F1: The option exercises and subsequent sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 16, 2015.

F2: The option is immediately exercisable.