X0306 4 2016-06-09 0 0001428336 HEALTHEQUITY INC HQY 0001352786 Rana Manu S 280 PARK AVENUE, 3RD FLOOR NEW YORK NY 10017 1 0 0 0 Common Stock 2016-06-09 4 S 0 500000 28.2950 D 676468 I See footnote Restricted Stock Unit Common Stock 795 795 D Stock Option (right to buy) 1.25 2021-10-25 Common Stock 7500 7500 D Stock Option (right to buy) 1.25 2022-04-26 Common Stock 15000 15000 D Stock Option (right to buy) 1.5 2023-05-09 Common Stock 15000 15000 D Stock Option (right to buy) 14 2015-01-31 2024-07-30 Common Stock 15000 15000 D Stock Option (right to buy) 25.39 2025-03-26 Common Stock 15000 15000 D All securities are held of record by Financial Partners Fund I, L.P. ("FPF I"), a Delaware limited partnership. The reporting person is a managing principal of FPF I. The reporting person disclaims beneficial ownership of the securities held by FPF I except to the extent of his pecuniary interest therein. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock. The restricted stock units vest as to 397 shares on August 1, 2016 and as to 398 shares on November 1, 2016. Vested shares will be delivered to the reporting person upon the earlier of a change of control of the issuer (as defined in the issuer's 2014 equity incentive plan), or the reporting person's termination of service (as defined in the issuer's 2014 equity incentive plan), or the reporting person's death. The option is immediately exercisable. /s/ Manu S. Rana 2016-06-09