Roberts Scott Alexander 4

What Happened

• Roberts Scott Alexander, Chief Financial Officer and SVP of HealthStream (HSTM), had restricted stock units (RSUs) vest on February 27, 2026, resulting in 2,541 shares being issued (reported as derivative conversions/exercises at $0.00). To satisfy tax withholding, 754 of those shares were withheld and valued at $22.09 each, totaling $16,656. The net incremental shares retained by the insider were 1,787 (2,541 vested minus 754 withheld).

Key Details

• Transaction date: 2026-02-27. Report filed the same day (timely).
• Vesting/conversion: 2,541 shares acquired via RSU conversion (reported as code M, $0.00).
• Tax withholding: 754 shares withheld for taxes (reported as code F) at $22.09/share, total $16,656.
• Additional derivative disposals shown: conversions of 2,000 and 541 RSUs (reported as disposed at $0.00) consistent with RSU settlement and withholding mechanics.
• Shares owned after the transactions: not specified in the provided excerpt of the filing.
• Footnotes: multiple RSU grants with performance-based vesting schedules are referenced. Footnotes state vesting is contingent on continued service and achievement of annual performance criteria; the performance criteria for the 2025 period were met, triggering the February 2026 vesting events. Shares were withheld to cover tax liabilities (standard practice).

Context

• These transactions are not open-market buys or discretionary sales; they reflect RSUs vesting and the company withholding shares to satisfy tax obligations (functionally similar to a cashless exercise).
• Transaction codes: M = exercise/conversion of a derivative (here, RSUs converting to shares); F = shares withheld for payment of tax liability.
• Such vesting/withholding events are routine compensation actions and do not by themselves signal a buy decision by the insider.