Hinge Health, Inc.
For the period ended Jun 30, 2026. Filed Aug 6, 2026.
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Jun 30, 2026 · Filed Aug 6, 2026
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Item 5. Other Information
Director and Officer Trading Arrangements
During the three months ended June 30, 2026, the following directors or “officers” (as defined in Rule 16a-1(f) under the Exchange Act)adopted, modified, orterminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K:
On May 29, 2026, James Budge, our Chief Financial Officer, terminated his trading plan, intended to satisfy the affirmative defense of Rule 10b5-1(c), which was adopted on June 12, 2025 (the “Prior Budge 10b5-1 Plan”), and was scheduled to expire at the earlier of the execution of all trading orders pursuant to the plan or August 31, 2026. As modified on August 7, 2025, the Prior Budge 10b5-1 Plan provided for the potential sale of up to 140,723 shares of our Class A common stock.
On June 11, 2026, Mr. Budge adopted a single Rule 10b5-1 trading arrangement intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) providing for the potential sale of up to (i)140,723 shares of our Class A common stock and (ii)154,191 shares of our Class A common stock issuable upon the vesting and settlement of RSUs held by Mr. Budge, net of shares surrendered to us or sold to satisfy the applicable tax withholding obligations. The number of shares to be surrendered or sold to satisfy those tax withholding obligations can only be determined upon the occurrence of future events, and the amount in clause (ii) does not subtract any such shares. The trading plan will terminate at the earlier of the execution of all trading orders pursuant to the plan or March 17, 2027.
On June 11, 2026, Daniel Perez, our Chief Executive Officer and Co-Founder, and Suthasini Mogun, Mr. Perez's spouse, adopted a single Rule 10b5-1 trading arrangement intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) providing for the potential sale of up to (i)400,000 shares of our Class A common stock issuable upon the conversion of shares of our Class B common stock held directly by Mr. Perez and (ii)150,000 shares of our Class A common stock issuable upon the conversion of shares of our Class B common stock held directly by Ms. Mogun. The trading plan will terminate at the earlier of the execution of all trading orders pursuant to the plan or February 12, 2027.
On June 12, 2026, James Pursley, our President, adopted a single Rule 10b5-1 trading arrangement intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) providing for the potential sale of up to an aggregate of 150,000 shares of our Class A common stock. The trading plan will terminate at the earlier of the execution of all trading orders pursuant to the plan or June 30, 2027.
On June 12, 2026, Gabriel Mecklenburg, our Co-Founder and Executive Chairman, adopted a single Rule 10b5-1 trading arrangement intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) providing for the potential sale of up to (i)600,000 shares of our Class A common stock issuable upon the conversion of shares of our Class B common stock and (ii) up to an additional 283,334 shares of our Class A common stock issuable upon the conversion of shares of our Class B common stock, including shares deliverable upon the settlement of PRSUs held by Mr. Mecklenburg, net of shares surrendered to us or sold to satisfy the applicable tax withholding obligations. The number of shares of our Class A common stock that may be sold pursuant to clause (ii) will be reduced by the number of shares sold under Mr. Mecklenburg’s prior trading plan, dated December 1, 2025, and is not known at this time. The trading plan will not commence trading until Mr. Mecklenburg’s prior trading plan, dated December 1, 2025, has terminated pursuant to its terms and applicable cooling-off periods have been met. The trading plan will terminate at the earlier of the execution of all trading orders pursuant to the plan or November 20, 2026.
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