Sec Form 4 Filing - SINGH RAJEEV @ Accolade, Inc. - 2020-07-07

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 SINGH RAJEEV 2. Issuer Name and Ticker or Trading Symbol Accolade, Inc. [ ACCD] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) C/O ACCOLADE, INC., 1201 THIRD AVENUE, SUITE 1700 3. Date of Earliest Transaction (MM/DD/YY) 07/07/2020 (Street) SEATTLE, WA98101 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 07/07/2020 C 620,270 A 620,270 I By Avanti Holdings, LLC ( 2 ) Common Stock 07/07/2020 X 6,649 A $ 0.0005 626,919 I By Avanti Holdings, LLC ( 2 ) Common Stock 07/07/2020 S( 3 ) 1 D $ 22 626,918 I By Avanti Holdings, LLC ( 2 ) Common Stock 07/07/2020 X 20,320 A $ 0.0005 647,238 I By Avanti Holdings, LLC ( 2 ) Common Stock 07/07/2020 S( 4 ) 1 D $ 22 647,237 I By Avanti Holdings, LLC ( 2 ) Common Stock 07/07/2020 X 4,383 A $ 0.0005 651,620 I By Avanti Holdings, LLC ( 2 ) Common Stock 07/07/2020 S( 5 ) 1 D $ 22 651,619 I By Avanti Holdings, LLC ( 2 ) Common Stock 45,900 D

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 E Preferred Stock ( 1 ) 07/07/2020 C 297,544 ( 1 ) ( 1 ) Common Stock 620,270 $ 0 0 I By Avanti Holdings, LLC ( 2 ) Warrant (Right To Buy) $ 0.0005 07/07/2020 X 6,649 ( 6 ) 07/26/2026 Common Stock 6,649 $ 0 0 I Avanti Holdings, LLC ( 2 ) Warrant (Right To Buy) $ 0.0005 07/07/2020 X 20,320 ( 6 ) 03/16/2028 Common Stock 20,320 $ 0 0 I Avanti Holdings, LLC ( 2 ) Warrant (Right To Buy) $ 0.0005 07/07/2020 X 4,383 ( 6 ) 07/31/2028 Common Stock 4,383 $ 0 0 I Avanti Holdings, LLC ( 2 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SINGH RAJEEV C/O ACCOLADE, INC. 1201 THIRD AVENUE, SUITE 1700 SEATTLE, WA98101 X Chief Executive Officer Signatures Alan Hambelton, Attorney-in-Fact 07/08/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The Series E Preferred Stock automatically converted into shares of Common Stock of the Issuer on a 1:2.08463409090909 basis immediately upon closing of the Issuer's initial public offering and had no expiration date. ( 2 )The Reporting Person is a partner of Avanti Holdings, LLC and has voting and investment power with respect to the securities held by Avanti Holdings, LLC. ( 3 )Upon closing of the Issuer's initial public offering, Avanti Holdings, LLC exercised a warrant to purchase 6,649 shares of the Issuer's Common Stock at an exercise price per share of $0.0005. Avanti Holdings, LLC paid the exercise price on a cashless basis, resulting in the Issuer withholding 1 share subject to the warrant in order to pay the exercise price and issuing to Avanti Holdings, LLC the remaining 6,648 shares of Common Stock. ( 4 )Upon closing of the Issuer's initial public offering, Avanti Holdings, LLC exercised a warrant to purchase 20,320 shares of the Issuer's Common Stock at an exercise price per share of $0.0005. Avanti Holdings, LLC paid the exercise price on a cashless basis, resulting in the Issuer withholding 1 share subject to the warrant in order to pay the exercise price and issuing to Avanti Holdings, LLC the remaining 20,319 shares of Common Stock. ( 5 )Upon closing of the Issuer's initial public offering, Avanti Holdings, LLC exercised a warrant to purchase 4,383 shares of the Issuer's Common Stock at an exercise price per share of $0.0005. Avanti Holdings, LLC paid the exercise price on a cashless basis, resulting in the Issuer withholding 1 share subject to the warrant in order to pay the exercise price and issuing to Avanti Holdings, LLC the remaining 4,382 shares of Common Stock. ( 6 )The shares subject to this warrant were fully vested prior to exercise.

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