William D. Hansen - Oct 21, 2025 Form 4 Insider Report for Performant Healthcare Inc (PHLT)

Role: Director
Signature: /s/ Rohit Ramchandani, Attorney-in-Fact for William D. Hansen
Stock symbol: PHLT
Transactions as of: Oct 21, 2025
Transactions value $: -$276,024
Form type: 4
Date filed: 10/21/2025, 12:11 PM
Previous filing: Jul 28, 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
HANSEN WILLIAM DEAN	Director	900 SOUTH PINE ISLAND ROAD, SUITE 150, PLANTATION	/s/ Rohit Ramchandani, Attorney-in-Fact for William D. Hansen	2025-10-21	0001265886

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PHLT	Common Stock	Disposed to Issuer		-464K	-100%		0	Oct 21, 2025	Direct	F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	PHLT	Restricted Stock Units	Disposed to Issuer	-$276K	-35.6K	-100%	$7.75	0	Oct 21, 2025	Common Stock	35.6K		Direct	F3, F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

William D. Hansen is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Pursuant to the Agreement and Plan of Merger, dated July 31, 2025 (the "Merger Agreement"), by and among Performant Healthcare, Inc. ("Performant" or "Company"), Continental Buyer, Inc., a Delaware corporation ("Continental" or "Parent") and Prevail Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Continental ("Merger Sub"), pursuant to which Merger Sub will be merged with and into Performant, with Performant surviving the merger as a wholly-owned subsidiary of Continental (the "Merger").
F2	Effective as of immediately prior to the Effective Time (as defined in the Merger Agreement), each share of the Company's Common Stock, par value $0.0001 per share, as the "Common Stock" or "Company Shares" issued and outstanding immediately prior to the Effective Time was canceled and converted into the right to receive $7.75 in cash without interest (the "Merger Consideration") subject to any applicable withholding taxes as provided in the Merger Agreement.
F3	Effective immediately prior to the Effective Time, each restricted stock unit award (or portion thereof) subject to time-based vesting restrictions, whether vested or unvested, that is outstanding immediately prior to the Effective Time (each, a "Performant RSU") will automatically be canceled in consideration for the right to receive a lump sum cash payment (less any applicable withholding taxes) equal to (i) the total number of Company Shares underlying such Performant RSU multiplied by (ii) the Merger Consideration.
F4	All equity awards under the terms of the Company's Amended and Restated 2012 Stock Incentive Plan expire on the tenth anniversary of the original grant date.