HEALTHEQUITY, INC. — Director's Dealing 2021

Apr 1, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEALTHEQUITY, INC. (HQY)
CIK: 0001428336
Period of Report: 2021-03-30

Reporting Person: MOTT DARCY G (Executive VP and CFO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-30	Common Stock	A	6465	—	Acquired	74349	Direct
2021-03-31	Common Stock	F	925	$67.5022	Disposed	73424	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Stock Option (right to buy)	$14	2024-07-30	Common Stock (80000)	80000	Direct
Stock Option (right to buy)	$25.39	2025-03-26	Common Stock (25000)	25000	Direct
Stock Option (right to buy)	$41.28	2027-03-27	Common Stock (19897)	19897	Direct
Stock Option (right to buy)	$61.72	2028-03-27	Common Stock (14228)	14228	Direct
Stock Option (right to buy)	$73.61	2029-03-26	Common Stock (15337)	15337	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock. The restricted stock units vested as to 6,465 shares on March 30, 2021.

F2: The shares reported on this Form 4 are subject to a lock-up agreement between the reporting person and BofA Securities, Inc. dated February 16, 2021 (the "Lock-up Date") pursuant to which the remaining shares reported in Table I of this Form 4 cannot be sold for 45 days following the Lock-up Date.

F3: The option is immediately exercisable

F4: The option is exercisable as to 10,671 shares. The remaining 3,557 options vest on March 27, 2022.

F5: The option is exercisable as to 7,669 shares. The remaining options vest as to 3,834 shares on each of March 27, 2022 and 2023.