HealthStream Inc. CEO and Chairman Robert A. Frist Jr. filed a Form 4 on October 29, 2026, disclosing the vesting of restricted share units and the withholding of shares to cover tax liability on the same date.

Key Highlights

  • RSU vesting: 1,119 shares of common stock were acquired on October 29, 2026, upon the vesting of restricted share units at a price of $0, according to the filing.
  • Tax withholding: 273 shares were disposed of on October 29, 2026, at $34.18 per share to cover tax liability, the filing states.
  • Direct ownership following transactions: Frist directly holds 3,909,362 shares of common stock after the reported transactions.
  • RSU plan structure: The vested RSUs were part of a four-year schedule: 15% on October 27, 2023; 20% on October 27, 2024; 30% on October 27, 2025; and 35% on October 27, 2026.
  • Indirect holdings: Frist also holds shares indirectly through multiple trusts, including 995,000 shares through the Bobby and Melissa Frist Children's 2012 GST-Exempt Trust.
  • Roles: The reporting person is identified as a Director, 10% Owner, Officer, CEO, and Chairman of HealthStream Inc. (NASDAQ:HSTM).

Frist RSU Vesting and Tax Withholding at HealthStream on October 29, 2026

According to the Form 4 filed with the SEC on October 29, 2026, Robert A. Frist Jr., CEO and Chairman of HealthStream Inc. (NASDAQ:HSTM), reported two transactions in the company's common stock. The first was the acquisition of 1,119 shares through the vesting of restricted share units (transaction code M), recorded at a price of $0. The filing notes that each restricted share unit represents the contingent right to receive one share of common stock upon vesting.

The second transaction was the disposition of 273 shares (transaction code F) at $34.18 per share, which the filing describes as shares withheld for payment of tax liability. Following both transactions, Frist's direct beneficial ownership stands at 3,909,362 shares of common stock, the filing discloses.

The vested RSUs were the final tranche of a four-year vesting schedule, contingent upon continued service at the time of vesting. The schedule provided for 15% vesting on October 27, 2023; 20% on October 27, 2024; 30% on October 27, 2025; and the remaining 35% on October 27, 2026, according to the filing's explanation of responses. In addition to direct holdings, the filing reports that Frist holds shares indirectly through seven named trusts, including 995,000 shares through the Bobby and Melissa Frist Children's 2012 GST-Exempt Trust, and smaller positions through several individual named trusts.

What Was Disclosed

The filing reports the vesting of 1,119 restricted share units and the withholding of 273 shares at $34.18 for taxes on October 29, 2026. Following these transactions, Frist directly owns 3,909,362 shares and holds additional shares indirectly through multiple trusts.