X0306 4 2016-09-19 0 0001428336 HEALTHEQUITY INC HQY 0001615062 Kessler Jon 15 W. SCENIC POINTE DR., STE. 100 DRAPER UT 84020 1 1 0 0 President and CEO Common Stock 2016-09-19 4 M 0 65288 .1 A 485288 D Common Stock 2016-09-19 4 S 0 65288 35.019 D 420000 D Common Stock 2016-09-20 4 M 0 54712 .1 A 474712 D Common Stock 2016-09-20 4 S 0 54712 35.0746 D 420000 D Stock Option (right to buy) .10 2016-09-19 4 M 0 65288 0 D 2019-03-26 Common Stock 65288 54712 D Stock Option (right to buy) .1 2016-09-20 4 M 0 54712 0 D 2019-03-26 Common Stock 54712 0 D Stock Option (right to buy) 1.25 2021-08-08 Common Stock 325000 325000 D Stock Option (right to buy) 14 2024-07-30 Common Stock 40000 40000 D The option exercises and subsequent sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 16, 2015. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.00 to $35.21, 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 $35.00 to $35.47, inclusive. The option is immediately exercisable. /s/ Jon Kessler 2016-09-21