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HEALTHSTREAM INC — Director's Dealing 2022
May 31, 2022
32355_dirs_2022-05-31_2d1c9294-19cc-428d-8dd5-ee2ca71b1e82.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: HEALTHSTREAM INC (HSTM)
CIK: 0001095565
Period of Report: 2022-05-26
Reporting Person: Collier Michael Manning (Executive Vice President)
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2022-05-26 | Restricted Share Units | $0 | A | 5906 | Acquired | Common Stock (5906) | Direct | |
| 2022-05-26 | Restricted Share Units | $0 | A | 17224 | Acquired | Common Stock (17224) | Direct |
Holdings (Non-Derivative)
| Security | Shares | Ownership |
|---|---|---|
| Common Stock Holding | 23035 | Direct |
Footnotes
F1: Each restricted share unit (RSU) represents the contingent right to receive one share of common stock upon vesting of the unit.
F2: The RSUs were approved by the Compensation Committee of the Board of Directors on March 23, 2022, subject to shareholder approval of the 2022 Omnibus Incentive Plan under which the RSUs were granted. HealthStream's shareholders approved the plan on May 26, 2022.
F3: The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on March 23, 2023, 20% vest on March 23, 2024, 30% vest on March 23, 2025, and the remaining 35% vest on March 23, 2026.
F4: Not applicable.
F5: Vesting of these RSUs is contingent upon continued service at the time of vesting and the achievement of certain performance criteria. The performance criteria will be established on an annual basis by the Compensation Committee of the Board of Directors. Up to 15% vest on March 23, 2023 for the period January 1, 2022 through December 31, 2022; up to 20% vest on March 23, 2024 for the period January 1, 2023 through December 31, 2023; up to 20% vest on March 23, 2025 for the period January 1, 2024 through December 31, 2024; up to 20% vest on March 23, 2026 for the period January 1, 2025 through December 31, 2025; and up to 25% vest on March 23, 2027 for the period January 1, 2026 through December 31, 2026. Vesting will be determined based on actual performance. RSUs that do not vest during a performance period may become eligible for vesting during the next performance period.