X0306 4 2020-05-27 0 0001428336 HEALTHEQUITY, INC. HQY 0001615062 Kessler Jon 15 WEST SCENIC POINTE DRIVE, SUITE 100 DRAPER UT 84020 1 1 0 0 President and CEO Common Stock 2020-04-13 5 G 0 E 100000 0 D 405715 D Common Stock 2020-04-13 5 G 0 E 100000 0 A 100000 I by Team Bear Trust Common Stock 2020-05-27 4 S 0 83149 62.4849 D 16851 I by Team Bear Trust Common Stock 2020-05-27 4 S 0 16851 63.0904 D 0 I by Team Bear Trust Stock Option (right to buy) 41.28 2027-03-27 Common Stock 34819 17409 D Stock Option (right to buy) 41.28 2027-03-27 Common Stock 17410 34820 I by GKF, LLC Stock Option (right to buy) 61.72 2028-03-27 Common Stock 35894 23929 D Stock Option (right to buy) 61.72 2028-03-27 Common Stock 11965 23930 I by GKF, LLC Stock Option (right to buy) 73.61 2029-03-26 Common Stock 51125 38343 D Common Stock 73.61 2029-03-26 Common Stock 12782 12782 I by GKF, LLC Stock Option (right to buy) 14.00 2024-07-30 Common Stock 160000 160000 I by GKF, LLC This transaction involved a gift of shares by the reporting person to Team Bear Trust (the "Trust"). The reporting person's wife, who is a member of his immediate family, is a co-trustee of the Trust. The reporting person's wife and children, all of whom are members of his immediate family, are the sole beneficiaries of the Trust. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Trust on March 27, 2020. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $62.00 to $62.99, 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 range set forth in footnote (3)and (4) of 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 $63.00 to $63.20, inclusive. The option will become exercisable as to 17,409 shares on March 27, 2021 The option is immediately exercisable. The option will become exercisable as to 11,965 shares on March 27, 2021 and 11,964 shares on March 27, 2022. The option will become exercisable in annual installments of 12,781 shares on each of March 26, 2021, 2022 and 2023 /s/ Jon Kessler 2020-05-29