HEALTHEQUITY, INC. — Director's Dealing 2021

Jan 25, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HEALTHEQUITY, INC. (HQY)
CIK: 0001428336
Period of Report: 2020-10-01

Reporting Person: Neeleman Stephen (Director, Founder and Vice Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-10-01	Common Stock	G	550	—	Disposed	575735	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	29884	Direct
Common Stock	203000	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
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)	$14	2024-07-30	Common Stock (140000)	140000	Direct
Stock Option (right to buy)	$73.61	2029-03-26	Common Stock (15337)	15337	Direct

Footnotes

F1: Shares held of record by the Stephen and Christine Neeleman Trust.

F2: Shares held of record by Neeleman Family Holdings, LLC ("Family Holdings"), a Utah limited liability company. The reporting person is the manager of Family Holdings. The reporting person disclaims beneficial ownership of the shares held by Family Holdings except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of the shares held by Family Holdings for any other purposes.

F3: The option is exercisable as to 14,992 shares. The option becomes exercisable as to the remaining 4,975 options on March 27, 2021.

F4: The option is exercisable as to 7,114 shares. The remaining options become exercisable in two equal installments of 3,557 options on March 27, 2021, and 2022.

F5: The option is immediately exercisable.

F6: The option is exercisable as to 3,835 shares. The remaining options vest as to 3,384 shares on each of March 27, 2021, 2022 and 2023.