Item 5. Other Information
Item 5. Other Information
None. Without limiting the generality of the foregoing, during the three months ended March 31, 2026 , no director or officer of the Company adopted or terminated any “Rule 10b5 - 1 trading arrangement,” or any “non-Rule 10b - 5 trading arrangement,” as such terms are defined in Item 408 of Regulation S-K.
In addition, on November 21, 2025 , Linda Rebrovick , a member of the Company’s Board of Directors , adopted a trading arrangement that was intended to satisfy the affirmative defense conditions of Rule 10b5‑1 (c) under the Securities Exchange Act of 1934, as amended. The trading arrangement, which became effective on March 4, 2026, and has an expiration date of December 31, 2026 , provides for the sale of up to an aggregate of 22,000 shares of the Company’s common stock pursuant to pre‑established instructions regarding the timing and amount of shares to be sold. No sales to date have occurred under the plan. Disclosure of the adoption of this trading arrangement was inadvertently omitted from the Company’s Annual Report on Form 10‑K for the year ended December 31, 2025, filed on February 26, 2026.
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Item 6. Exhibits
(a)
Exhibits
10.1
First Amendment to Amended and Restated Revolving Credit Agreement, dated March 13, 2026 by and between HealthStream, Inc. and Truist Bank (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed March 13, 2026)
10.2^*
HealthStream, Inc. Amended and Restated 2026 Cash Incentive Bonus Plan
31.1*
Certification of the Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2*
Certification of the Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*
Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2*
Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.1 INS
Inline XBRL Instance Document – The instant document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.1 SCH
Inline XBRL Taxonomy Extension Schema
101.1 CAL
Inline XBRL Taxonomy Extension Calculation Linkbase
101.1 DEF
Inline XBRL Taxonomy Extension Definition Linkbase
101.1 LAB
Inline XBRL Taxonomy Extension Label Linkbase
101.1 PRE
Inline XBRL Taxonomy Extension Presentation Linkbase
104
The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, has been formatted in Inline XBRL
^
Management contract or compensatory plan or arrangement
*
Furnished herewith
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SIGNATURE
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.
HEALTHSTREAM, INC.
May 6, 2026
By:
/s/ Scott A. Roberts
Scott A. Roberts
Chief Financial Officer
23
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.