X0306 4 2018-02-20 0 0001428336 HEALTHEQUITY INC HQY 0001179972 MOTT DARCY G C/O HEALTHEQUITY, INC. 15 W. SCENIC POINTE DR., STE. 100 DRAPER UT 84020 0 1 0 0 Executive VP and CFO Common Stock 2018-02-20 4 M 0 12500 1.25 A 102500 D Common Stock 2018-02-20 4 S 0 9328 55.1783 D 93172 D Common Stock 2018-02-20 4 S 0 172 56.0277 D 93000 D Stock Option (right to buy) 1.25 2018-02-20 4 M 0 12500 0 D 2021-08-08 Common Stock 12500 37500 D Stock Option (right to buy) 14 2024-07-30 Common Stock 30000 30000 D Stock Option (right to buy) 41.28 2027-03-27 Common Stock 19897 19897 D Stock Option (right to buy) 25.39 2025-03-26 Common Stock 25000 25000 D The option exercises and subsequent sale reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 9, 2017. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $54.93 to $55.86, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2) and (3) to this Form 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $55.99 to $56.08, inclusive. The option is immediately exercisable. The option becomes exercisable in three annual installments of 4,974 shares on March 27, 2018, 2019, and 2020 and in one installment of 4,975 shares on March 27, 2021. The option became exercisable as to 6,250 shares on each of March 26, 2016 and 2017. The remaining shares become exercisable in two equal annual installments of 6,250 shares on March 26, 2018 and 2019. /s/ Darcy G. Mott 2018-02-22