HEALTHSTREAM INC 10-K

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Our common stock is traded on the Nasdaq Global Select Market under the symbol “HSTM”. Our common stock began trading on the Nasdaq National Market on April 14, 2000. As of February 18, 2021, the Company had a total of 7,375 shareholders, including 967 registered holders and 6,408 beneficial holders. DIVIDEND POLICY In our history, we have only declared and paid a dividend one time. In connection with the proceeds from divestiture of the Patient Experience business unit in 2018, we declared a $1.00 per common share special cash dividend, which was paid on April 3, 2018 to shareholders of record on March 6, 2018. We do not anticipate paying normal cash dividends in the future as we intend to retain earnings for use in the operation of our business. See the table labeled Securities Authorized for Issuance Under Equity Compensation Plans to be contained in our 2021 Proxy Statement, incorporated by reference in Part III, Item 12 of this Annual Report on Form 10-K. 26 Table of Contents STOCK PERFORMANCE GRAPH The graph below matches HealthStream, Inc.'s cumulative 5-Year total shareholder return on common stock with the cumulative total returns of the NASDAQ Composite index and the NASDAQ Computer & Data Processing index. The graph tracks the performance of a $100 investment in our common stock and in each index (with the reinvestment of all dividends) from 12/31/2015 to 12/31/2020. The comparisons in the graph below are based on historical data and are not necessarily indicative of future performance of our common stock. 12/15 12/16 12/17 12/18 12/19 12/20 HealthStream, Inc. 100.00 113.86 105.27 114.32 128.75 103.38 NASDAQ Composite 100.00 108.87 141.13 137.12 187.44 271.64 NASDAQ Computer & Data Processing 100.00 107.35 150.04 152.52 213.66 305.01 The stock price performance included in this graph is not necessarily indicative of future stock price performance. RECENT SALES OF UNREGISTERED SECURITIES None. 27 Table of Contents ISSUER PURCHASES OF EQUITY SECURITIES On March 13, 2020, the Company announced a share repurchase program authorized by the Company’s Board of Directors under which the Company may purchase up to $30.0 million of its common stock. Pursuant to this authorization, repurchases have been made, and may continue to be made from time to time, in the open market through privately negotiated transactions or otherwise, including under a Rule 105b-1 plan, which permits shares to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws in accordance with specific prearranged terms related to timing, price, and volume (among others), without further direction from the Company. Under this program, during 2020 the Company repurchased 957,367 shares of common stock at an aggregate fair value of $20.0 million, reflecting an average price per share of $20.89 (excluding the cost of broker commissions). In addition, any future repurchases under the authorization will be subject to prevailing market conditions, liquidity and cash flow considerations, applicable securities laws requirements (including under Rule 10b-18 and Rule 10b5-1 of the Securities Exchange Act of 1934, as applicable), and other factors. The share repurchase program will terminate on the earlier of March 12, 2021 or when the maximum dollar amount has been expended. The table below sets forth activity under the stock repurchase plan for the three months ended December 31, 2020. Period (a) Total number of shares (or units) purchased (b) Average price paid per share (or unit) (1) (c) Total number of shares (or units) purchased as part of publicly announced plans or programs (d) Maximum number (or approximate dollar value) of shares (or units) that may yet be purchased under the plans or programs Month #1 (October 1 - October 31) 119,587 $ 18.84 119,587 $ — Month #2 (November 1 - November 30) 74,937 18.82 74,937 — Month #3 (December 1 - December 31) — — — — Total 194,524 $ 18.83 194,524 $ 10,000,029 (1) The weighted average price paid per share of common stock does not include the cost of broker commissions. Item 6. Selected Financial Data Not applicable.