HEALTHEQUITY, INC. — Director's Dealing 2017

Jun 13, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEALTHEQUITY INC (HQY)
CIK: 0001428336
Period of Report: 2017-06-09

Reporting Person: Berkley Capital, LLC (10% Owner)
Reporting Person: Berkley Capital Investors, L.P. (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-06-09	Common Stock	S	22359	$52	Disposed	8740907	Indirect
2017-06-09	Common Stock	S	540	$53	Disposed	8740367	Indirect
2017-06-09	Common Stock	S	86965	$54.4039	Disposed	8653402	Indirect
2017-06-12	Common Stock	S	11313	$51.2312	Disposed	8642089	Indirect
2017-06-13	Common Stock	S	125474	$51.9673	Disposed	8516615	Indirect
2017-06-13	Common Stock	S	1700	$52.53	Disposed	8514915	Indirect

Footnotes

F1: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $52.00 to $52.99, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1), (3), (4) and (5) to this Form 4.

F2: All securities are held of record by Berkley Capital Investors, L.P., a Delaware limited partnership ("Berkley Investors"). Berkley Capital, LLC, a Delaware limited liability company ("Berkley Capital"), is the general partner of Berkley Investors and as such all securities held by Berkley Investors may be deemed attributable to Berkley Capital. The foregoing is not an admission by Berkley Capital that it is the beneficial owner of the securities held of record by Berkley Investors.

F3: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $53.86 to $54.64, inclusive.

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $51.00 to $51.46, inclusive.

F5: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $51.51 to $52.41, inclusive.