HEALTHEQUITY, INC. — Director's Dealing 2017

Aug 30, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEALTHEQUITY INC (HQY)
CIK: 0001428336
Period of Report: 2017-08-28

Reporting Person: Soldan Jon (Exec VP, Operations)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-08-28	Common Stock	M	25000	$28.69	Acquired	30652	Direct
2017-08-28	Common Stock	S	25000	$40.6829	Disposed	5652	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-08-28	Stock Option (right to buy)	$28.69	M	25000	Disposed	2025-08-26	Common Stock (25000)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (right to buy)	$24.36	2026-03-23	Common Stock (18750)	18750	Direct

Footnotes

F1: The option exercises and subsequent sale reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 9, 2017.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $40.39 to $41.11, 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 range set forth in this footnote (2) to this Form 4.

F3: The option became exercisable as to 25,000 shares on August 26, 2017. The option becomes exercisable as to the remaining 50,000 shares in two equal installments of 25,000 on August 26, 2018 and 2019.

F4: The option became exercisable as to 6,250 shares on March 23, 2017. The option becomes exercisable as to the remaining 18,750 shares in thee equal annual installments of 6,250 on March 23, 2018, 2019 and 2020.