Sec Form 4 Filing - HAQUE PROMOD @ Health Catalyst, Inc. - 2019-07-29

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
HAQUE PROMOD
2. Issuer Name and Ticker or Trading Symbol
Health Catalyst, Inc. [ HCAT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
525 UNIVERSITY AVENUE, SUITE 800
3. Date of Earliest Transaction (MM/DD/YY)
07/29/2019
(Street)
PALO ALTO, CA94301
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/29/2019 C 2,952,091 A 2,952,091 I By Limited Partnership ( 6 )
Common Stock 07/29/2019 C 2,952,090 A 2,952,090 I By Limited Partnership ( 7 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series B Convertible Preferred Stock ( 1 ) 07/29/2019 C 1,442,727 ( 1 ) ( 1 ) Common Stock 1,442,727 $ 0 0 I By Limited Partnership ( 6 )
Series C Convertible Preferred Stock ( 2 ) 07/29/2019 C 577,045 ( 2 ) ( 2 ) Common Stock 577,045 $ 0 0 I By Limited Partnership ( 6 )
Series D Convertible Preferred Stock ( 3 ) 07/29/2019 C 471,832 ( 3 ) ( 3 ) Common Stock 471,832 $ 0 0 I By Limited Partnership ( 6 )
Series E Convertible Preferred Stock ( 4 ) 07/29/2019 C 424,568 ( 4 ) ( 4 ) Common Stock 424,568 $ 0 0 I By Limited Partnership ( 6 )
Series F Convertible Preferred Stock ( 5 ) 07/29/2019 C 35,919 ( 5 ) ( 5 ) Common Stock 35,919 $ 0 0 I By Limited Partnership ( 6 )
Series B Convertible Preferred Stock ( 1 ) 07/29/2019 C 1,442,727 ( 1 ) ( 1 ) Common Stock 1,442,727 $ 0 0 I By Limited Partnership ( 7 )
Series C Convertible Preferred Stock ( 2 ) 07/29/2019 C 577,045 ( 2 ) ( 2 ) Common Stock 577,045 $ 0 0 I By Limited Partnership ( 7 )
Series D Convertible Preferred Stock ( 3 ) 07/29/2019 C 471,831 ( 3 ) ( 3 ) Common Stock 471,831 $ 0 0 I By Limited Partnership ( 7 )
Series E Convertible Preferred Stock ( 4 ) 07/29/2019 C 424,568 ( 4 ) ( 4 ) Common Stock 424,568 $ 0 0 I By Limited Partnership ( 7 )
Series F Convertible Preferred Stock ( 5 ) 07/29/2019 C 35,919 ( 5 ) ( 5 ) Common Stock 35,919 $ 0 0 I By Limited Partnership ( 7 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
HAQUE PROMOD
525 UNIVERSITY AVENUE
SUITE 800
PALO ALTO, CA94301
X X
Signatures
/s/ Matthew De Dominicis, as Attorney-in-fact 07/29/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The Series B Convertible Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and has no expiration date.
( 2 )The Series C Convertible Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and has no expiration date.
( 3 )The Series D Convertible Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and has no expiration date.
( 4 )The Series E Convertible Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and has no expiration date.
( 5 )The Series F Convertible Preferred Stock automatically converted into Common Stock on a 1:1 basis immediately prior to the completion of the Issuer's initial public offering of Common Stock and has no expiration date.
( 6 )The securities shown on Line 1 of Table I and Lines 1 through 5 of Table II represent securities held of record by Norwest Venture Partners XI, LP ("NVP XI"). By virtue of his position as a Co-Chief Executive Officer of NVP Associates, LLC ("NVP Associates"), the managing member of the general partner of NVP XI, Promod Haque may be deemed to share voting and dispositive power with respect to such securities. Mr. Haque disclaims beneficial ownership of all such securities, except to the extent of any pecuniary interests therein.
( 7 )The securities shown on Line 2 of Table I and Lines 6 through 10 of Table II represent securities held of record by Norwest Venture Partners XII, LP ("NVP XII"). By virtue of his position as a Co-Chief Executive Officer of NVP Associates, LLC ("NVP Associates"), the managing member of the general partner of NVP XII, Promod Haque may be deemed to share voting and dispositive power with respect to such securities. Mr. Haque disclaims beneficial ownership of all such securities, except to the extent of any pecuniary interests therein.

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