---
schema_version: "secwatch.filing_event.v1"
accession: "0001428336-24-000104"
form_type: "8-K"
ticker: "HQY"
cik: "0001428336"
company_name: "HEALTHEQUITY, INC."
filed_at: "2024-11-12T23:59:59+00:00"
generated_at: "2026-05-30T01:42:58.003499+00:00"
event_type: "leadership"
sentiment: "neutral"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# HealthEquity CEO Jon Kessler to retire Jan 6, 2025; Scott Cutler appointed as successor

## Summary
- CEO Jon Kessler to retire effective Jan 6, 2025, serve as Special Advisor through Apr 30, 2025.
- Scott Cutler appointed President & CEO and director effective Jan 6, 2025.
- Cutler was CEO of StockX, SVP Americas at eBay, President of StubHub, EVP of NYSE Euronext.
- Cutler receives base salary $775k, sign-on bonus $650k, and RSU award with fair value $7.5M vesting over 3 years.
- Kessler transition includes extended non-compete to three years after termination and PRSU treatment.

## SEC filing metadata
- accession: 0001428336-24-000104
- form_type: 8-K
- ticker: HQY
- cik: 0001428336
- company_name: HEALTHEQUITY, INC.
- filed_at: 2024-11-12T23:59:59+00:00
- event_type: leadership
- sentiment: neutral
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 5.02, 7.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1428336/000142833624000104/0001428336-24-000104-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1428336/000142833624000104/hqy-20241111.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001428336-24-000104
- JSON: https://secwatch.observer/filing/0001428336-24-000104.json
- Plain text: https://secwatch.observer/filing/0001428336-24-000104.txt

## Key facts
- Executive change
  Scott R. Cutler was appointed as President and Chief Executive Officer at HEALTHEQUITY, INC..
  - Action: appointed
  - Role: President and Chief Executive Officer
  source text: the Board approved the appointment of Scott R. Cutler as President and Chief Executive Officer, effective as of January 6, 2025
  evidence_url: https://www.sec.gov/Archives/edgar/data/1428336/000142833624000104/0001428336-24-000104-index.htm
- Executive change
  Jon Kessler departed as member of the Board of Directors at HEALTHEQUITY, INC..
  - Action: retire
  - Role: member of the Board of Directors
  source text: will retire from his employment with the Company, effective January 6, 2025, and from the Board, effective April 30, 2025
  evidence_url: https://www.sec.gov/Archives/edgar/data/1428336/000142833624000104/0001428336-24-000104-index.htm
- Executive change
  Scott R. Cutler was appointed as Director at HEALTHEQUITY, INC..
  - Action: appointed
  - Role: Director
  source text: the Board also expanded the size of the Board to eleven directors and appointed Mr. Cutler to fill the vacancy created by the increased size of the Board, each effective as of the Commencement Date
  evidence_url: https://www.sec.gov/Archives/edgar/data/1428336/000142833624000104/0001428336-24-000104-index.htm
- Executive change
  Jon Kessler departed as President & Chief Executive Officer at HEALTHEQUITY, INC..
  - Action: retire
  - Role: President & Chief Executive Officer
  source text: Jon Kessler, President & Chief Executive Officer of the Company and a member of the Board of Directors (the “Board”), will retire from his employment with the Company, effective January 6, 2025
  evidence_url: https://www.sec.gov/Archives/edgar/data/1428336/000142833624000104/0001428336-24-000104-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.