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HEALTHEQUITY, INC. Director's Dealing 2017

Feb 3, 2017

30722_dirs_2017-02-03_3acb140c-ef38-4559-bf92-3a091ada838c.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEALTHEQUITY INC (HQY)
CIK: 0001428336
Period of Report: 2017-02-01

Reporting Person: Rana Manu S (Director)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2017-02-01 Restricted Stock Units $ A 862 Acquired Common Stock (862) Direct
2017-02-01 Stock Option (right to buy) $46.4 A 9675 Acquired 2027-02-01 Common Stock (9675) Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Option (right to buy) $21.27 2026-02-01 Common Stock (15000) 15000 Direct
Restricted Stock Unit $ Common Stock (795) 795 Direct
Stock Option (right to buy) $1.25 2021-10-25 Common Stock (7500) 7500 Direct
Stock Option (right to buy) $1.25 2022-04-26 Common Stock (15000) 15000 Direct
Stock Option (right to buy) $1.5 2023-05-09 Common Stock (15000) 15000 Direct
Stock Option (right to buy) $14 2024-07-30 Common Stock (15000) 15000 Direct
Stock Option (right to buy) $25.39 2025-03-26 Common Stock (15000) 15000 Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.

F2: The restricted stock units vested as to 215 shares on February 1, 2017. The remaining restricted stock units vest as to 215 shares on May 1, 2017 and in two equal installments of 216 shares on August 1, 2017, and November 1, 2017. Vested shares will be delivered to the reporting person on February 1, 2018, unless such date does not occur during an "open window period," in which case the shares will be delivered promptly following the first day of the next "open window period."

F3: The option becomes exercisable as to 4,837 shares on the date of the issuer's annual stockholder meeting, if any, held in the current fiscal year; the option becomes exercisable as to the remaining shares on January 31, 2018.

F4: The option is immediately exercisable.

F5: The restricted stock units are fully vested. Vested shares will be delivered to the reporting person upon the earlier of a change of control of the issuer (as defined in the issuer's 2014 equity incentive plan), or the reporting person's termination of service (as defined in the issuer's 2014 equity incentive plan), or the reporting person's death, unless such event does not occur during an "open window period," in which case the shares will be delivered promptly following the first day of the next "open window period."