Item 5. Other Information
Item 5. Other information
Rule 10b5-1 plan elections
None of the Company's directors or officers adopted or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408(c) of Regulation S-K) during the fiscal quarter ended April 30, 2026 .
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Item 6. Exhibits
Incorporate by reference
Exhibit
no. Description Form File No. Exhibit Filing Date
10.1+ Forms of Award Agreements under the 2024 Equity Incentive Plan
10.2†+ Amendment No. 1 to Employment Agreement, dated May 5, 2026, between Stephen D. Neeleman, M.D. and the Company
10.3†+ Amendment No. 1 to Employment Agreement, dated May 5, 2026, between James M. Lucania and the Company
10.4†+ Amendment No. 1 to Employment Agreement, dated May 5, 2026, between Scott R. Cutler and the Company
10.5†+ Amendment No. 1 to Employment Agreement, dated May 5, 2026, between Michael H. Fiore and the Company
10.6†+ Amendment No. 1 to Employment Agreement dated May 5, 2026, between Delano W. Ladd and the Company
31.1+ Certification of the Principal Executive Officer Pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2+ Certification of the Principal Financial Officer Pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*# Certification of the Principal Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2*# Certification of the Principal Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS XBRL Instance document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH Inline XBRL Taxonomy schema linkbase document
101.CAL Inline XBRL Taxonomy calculation linkbase document
101.DEF Inline XBRL Taxonomy definition linkbase document
101.LAB Inline XBRL Taxonomy labels linkbase document
101.PRE Inline XBRL Taxonomy presentation linkbase document
104 The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended April 30, 2026, formatted in Inline XBRL.
+ Filed herewith.
* Furnished herewith.
# These certifications are not deemed filed with the Securities and Exchange Commission and are not to be incorporated by reference in any filing the registrant makes under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, irrespective of any general incorporation language in any filings.
† Indicates management contract or compensatory plan.
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Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
HEALTHEQUITY, INC.
Date: May 28, 2026 By: /s/ James Lucania
Name: James Lucania
Title: Executive Vice President and Chief Financial Officer
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