HealthStream, Inc. filed a Form 8-K on September 23, 2026, reporting that its Compensation Committee approved special grants of time-based and performance-based restricted share units to named executive officers on September 18, 2026.

Key Highlights

  • Time-Based RSUs for four executives: Robert A. Frist, Jr., Michael M. Collier, Trisha L. Coady, and Kevin P. O'Hara each received 15,395 Time-Based RSUs with a grant date fair value of $450,000 each.
  • Time-Based RSUs for CFO: Scott A. Roberts received 12,316 Time-Based RSUs with a grant date fair value of $360,000.
  • Performance-Based RSUs for four executives: Mr. Frist, Mr. Collier, Ms. Coady, and Mr. O'Hara each received 5,132 Performance-Based RSUs with a grant date fair value of $150,000 each.
  • Performance-Based RSUs for CFO: Scott A. Roberts received 4,105 Performance-Based RSUs with a grant date fair value of $120,000.
  • Plan authority: Grants were made pursuant to the Company's shareholder-approved 2022 Omnibus Incentive Plan.
  • Stated purpose: The filing describes the grants as intended "to incentivize future performance and retention."

HealthStream Compensation Committee Approves Special RSU Grants for Executive Team

According to the filing, HealthStream, Inc. (NASDAQ:HSTM) disclosed that its Compensation Committee approved special equity grants to the company's named executive officers on September 18, 2026. The grants consist of two categories: Time-Based RSUs and Performance-Based RSUs, both issued under the company's shareholder-approved 2022 Omnibus Incentive Plan.

The Time-Based RSUs will vest in equal annual installments of 25% on the first, second, third, and fourth anniversaries of the grant date, according to the filing. Four executives, Robert A. Frist, Jr., Michael M. Collier, Trisha L. Coady, and Kevin P. O'Hara, each received 15,395 Time-Based RSUs valued at $450,000 each. Chief Financial Officer Scott A. Roberts received 12,316 Time-Based RSUs valued at $360,000, the filing reported.

The Performance-Based RSUs are structured differently, the filing disclosed. Vesting eligibility is tied to "the Company's level of achievement with respect to annual performance targets to be established by the Committee" for the years 2027, 2028, 2029, and 2030, in equal increments of 25%. Mr. Frist, Mr. Collier, Ms. Coady, and Mr. O'Hara each received 5,132 Performance-Based RSUs valued at $150,000 each, while Mr. Roberts received 4,105 Performance-Based RSUs valued at $120,000, according to the filing.

What Was Disclosed

HealthStream's Compensation Committee approved special time-based and performance-based RSU grants to five named executive officers on September 18, 2026, under the 2022 Omnibus Incentive Plan, with vesting tied to tenure and future annual performance targets, respectively.