Mecklenburg Gabriel M.I. 4
4 · Hinge Health, Inc. · Filed Apr 2, 2026
Research Summary
AI-generated summary of this filing
Hinge Health (HNGE) Exec Chairman Gabriel Mecklenburg Sells Shares
What Happened
Gabriel M.I. Mecklenburg, Executive Chairman and Co‑Founder of Hinge Health (HNGE), converted 50,000 shares of Class B common into Class A common and sold 50,000 Class A shares in open‑market transactions on April 1, 2026. The sales comprised 49,332 shares at a weighted average price of $38.45 (proceeds $1,896,717) and 668 shares at a weighted average price of $39.02 (proceeds $26,063), for total cash proceeds of $1,922,780. The conversion entries are reported at $0.00 per share (no cash paid on conversion).
Key Details
- Transaction date: April 1, 2026; Form 4 filed April 2, 2026 (timely filing).
- Sales: 50,000 shares sold total — 49,332 @ $38.45 (weighted avg; range $37.86–$38.85) and 668 @ $39.02 (range $38.87–$39.05). Total proceeds ≈ $1,922,780. Overall weighted avg ≈ $38.46/share.
- Conversions: 50,000 Class B → Class A reported as derivative conversions at $0.00 per share. (Footnote F4: Class B shares are convertible into Class A.)
- Plan/authority: Sales were executed under a Rule 10b5‑1 trading plan adopted Dec 1, 2025 (Footnote F1).
- Holdings note: Filing excludes 944,250 performance stock units held by the reporting person (Footnote F5). Post‑transaction total common shares held was not specified in the provided excerpt.
Context
This was a conversion followed by an open‑market sale under a pre‑arranged 10b5‑1 plan — a routine way insiders sell shares that limits timing discretion. The filing is factual and does not state motivation. Conversion at $0.00 indicates a non‑cash conversion of Class B into Class A per the charter; the converted shares were then sold. Purchases are typically more informative than sales; here the transaction is a liquidity event by a senior executive.
Insider Transaction Report
- Conversion
Class A Common Stock
2026-04-01+50,000→ 50,000 total - Sale
Class A Common Stock
[F1][F2]2026-04-01$38.45/sh−49,332$1,896,717→ 668 total - Sale
Class A Common Stock
[F1][F3]2026-04-01$39.02/sh−668$26,063→ 0 total - Conversion
Class B Common Stock
[F4][F5]2026-04-01−50,000→ 1,793,102 total→ Class A Common Stock (50,000 underlying)
- 1,092,119(indirect: By GRAT)
Class B Common Stock
[F4]→ Class A Common Stock (1,092,119 underlying) - 383,592(indirect: By Trust)
Class B Common Stock
[F4]→ Class A Common Stock (383,592 underlying)
Footnotes (5)
- [F1]The sales reported in this line item were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 1, 2025.
- [F2]Represents the weighted average sale price. The lowest price at which shares were sold was $37.86 and the highest price at which shares were sold was $38.85. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or its stockholders, full information regarding the total number of shares sold at each separate price within the range set forth herein.
- [F3]Represents the weighted average sale price. The lowest price at which shares were sold was $38.87 and the highest price at which shares were sold was $39.05. The Reporting Person undertakes to provide upon request to the staff of the Securities and Exchange Commission, the Issuer or its stockholders, full information regarding the total number of shares sold at each separate price within the range set forth herein.
- [F4]Each share of Class B Common Stock is convertible into one share of the lssuer's Class A Common Stock at any time, at the election of the holder or automatically upon certain transfers, whether or not for value, or upon the occurrence of certain events or conditions described in the Issuer's Amended and Restated Certificate of Incorporation.
- [F5]Excludes 944,250 performance stock units held by the Reporting Person.