FRIST ROBERT A JR 4

What Happened
Robert A. Frist Jr., a 10% owner of HealthStream, was granted 18,781 derivative awards (stock options) on May 8, 2026. The reported acquisition price is $0.00 per share (no cash paid at grant); the filing lists the instruments as derivative awards rather than open‑market purchases or sales.

Key Details

• Transaction date: May 8, 2026; Filing date: May 12, 2026 (reported 4 days after the transaction).
• Grant: 18,781 derivative awards (options) at $0.00 per share as reported.
• Shares owned after transaction: not disclosed in this Form 4 filing.
• Footnote: Options vest over four years contingent on continued service — 15% on May 8, 2027; 20% on May 8, 2028; 20% on May 8, 2029; 20% on May 8, 2030; remaining 25% on May 8, 2031.
• Timeliness: The Form 4 was filed May 12, 2026, which appears to be after the standard 2-business-day reporting window.

Context
This was an award/grant of options (a derivative grant), not an immediate cash purchase or sale. The options are subject to time‑based vesting tied to continued service, so they do not provide immediate transferable shares. As a 10% owner, Frist is a significant shareholder; such awards often reflect compensation or retention arrangements rather than direct market sentiment.