1 EXHIBIT 1.1 U.S. AND INTERNATIONAL UNDERWRITING AGREEMENTUnderwriting Agreement • March 8th, 2000 • Healthstream Inc • Services-business services, nec • New York
Contract Type FiledMarch 8th, 2000 Company Industry Jurisdiction
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • March 30th, 2000 • Healthstream Inc • Services-business services, nec • Tennessee
Contract Type FiledMarch 30th, 2000 Company Industry Jurisdiction
ARTICLE I SALE AND TRANSFER OF SHARES; CLOSINGStock Purchase Agreement • March 29th, 2005 • Healthstream Inc • Services-computer programming, data processing, etc. • Tennessee
Contract Type FiledMarch 29th, 2005 Company Industry Jurisdiction
RECITALSInvestors' Rights Agreement • March 30th, 2000 • Healthstream Inc • Services-business services, nec • Tennessee
Contract Type FiledMarch 30th, 2000 Company Industry Jurisdiction
EXHIBIT 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (the "Agreement") is made and executed this 21st day of July, 2005, by and between HealthStream, Inc., a Tennessee corporation (the "Company"), and Robert A. Frist, Jr.,...Executive Employment Agreement • July 26th, 2005 • Healthstream Inc • Services-computer programming, data processing, etc. • Tennessee
Contract Type FiledJuly 26th, 2005 Company Industry Jurisdiction
LOAN AGREEMENTLoan Agreement • July 25th, 2006 • Healthstream Inc • Services-computer programming, data processing, etc. • Tennessee
Contract Type FiledJuly 25th, 2006 Company Industry Jurisdiction
RECITALSMerger Agreement • February 14th, 2000 • Healthstream Inc • Services-business services, nec • Tennessee
Contract Type FiledFebruary 14th, 2000 Company Industry Jurisdiction
EXHIBIT 2.5 ASSET PURCHASE AGREEMENTAsset Purchase Agreement • February 14th, 2000 • Healthstream Inc • Services-business services, nec • Tennessee
Contract Type FiledFebruary 14th, 2000 Company Industry Jurisdiction
WITNESSETH:Lease Agreement • October 13th, 1999 • Healthstream Inc • Tennessee
Contract Type FiledOctober 13th, 1999 Company Jurisdiction
INDEMNIFICATION AGREEMENTIndemnification Agreement • February 28th, 2022 • Healthstream Inc • Services-computer programming, data processing, etc. • Tennessee
Contract Type FiledFebruary 28th, 2022 Company Industry JurisdictionThis Indemnification Agreement ("Agreement"), dated as of __________, 2022, is by and between HealthStream, Inc., a Tennessee corporation (the "Company"), and [NAME OF DIRECTOR] (the "Indemnitee").
1 EXHIBIT 10.29 LETTER OF AGREEMENT HEALTHSTREAM INC. AND HEALTHEON/WEBMD CORPORATION The purpose of this letter agreement (this "Agreement") is to set forth certain agreements regarding a strategic alliance between HealthStream, Inc. ("HealthStream")...Letter of Agreement • March 8th, 2000 • Healthstream Inc • Services-business services, nec
Contract Type FiledMarch 8th, 2000 Company Industry
EXHIBIT 10.9 FORM OF DIRECTOR STOCK OPTION AGREEMENT HEALTHSTREAM, INC. 2000 STOCK INCENTIVE PLAN OPTION GRANTED THIS ____ DAY OF ______, 200__ ("GRANT DATE") BY HEALTHSTREAM, INC. (THE "COMPANY") TO Optionee (THE "DIRECTOR"). 1. Stock Option. The...Director Stock Option Agreement • March 30th, 2006 • Healthstream Inc • Services-computer programming, data processing, etc.
Contract Type FiledMarch 30th, 2006 Company Industry
RECITALSIndemnification Agreement • October 13th, 1999 • Healthstream Inc • Tennessee
Contract Type FiledOctober 13th, 1999 Company Jurisdiction
AGREEMENTCooperative Agreement • March 30th, 2000 • Healthstream Inc • Services-business services, nec • Tennessee
Contract Type FiledMarch 30th, 2000 Company Industry Jurisdiction
1 EXHIBIT 10.17 We have omitted certain portions of this document and filed them separately with the Commission. These portions are marked with an asterisk (*). MARKETING SERVICES AGREEMENT BETWEEN HEALTHSTREAM & HEALTHGATE DATA CORP. This Software...Marketing Services Agreement • March 30th, 2000 • Healthstream Inc • Services-business services, nec • Tennessee
Contract Type FiledMarch 30th, 2000 Company Industry Jurisdiction
1 EXHIBIT 10.24 We have omitted certain portions of this document and filed them separately with the Commission. These portions are marked with an asterisk (*). June 26, 1999 Dr. Robert L. Addleton Ed.D. Medical Association of Georgia [HEALTHSTREAM...Joint Marketing Agreement • March 30th, 2000 • Healthstream Inc • Services-business services, nec • Tennessee
Contract Type FiledMarch 30th, 2000 Company Industry Jurisdiction
AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT dated as of October 6, 2023 among HEALTHSTREAM, INC. as Borrower THE LENDERS FROM TIME TO TIME PARTY HERETO and TRUIST BANK as Administrative AgentRevolving Credit Agreement • October 10th, 2023 • Healthstream Inc • Services-computer programming, data processing, etc. • Tennessee
Contract Type FiledOctober 10th, 2023 Company Industry JurisdictionTHIS AMENDED AND RESTATED REVOLVING CREDIT AGREEMENT (this “Agreement”) is made and entered into as of this 6th day of October, 2023, by and among HEALTHSTREAM, INC., a Tennessee corporation (the “Borrower”), each lender from time to time party hereto (collectively, “Lenders” and individually, a “Lender”), and TRUIST BANK, a North Carolina banking corporation (“Truist”), in its capacity as “Administrative Agent”, as the “Issuing Bank”, as the “Swingline Lender”, and as a Lender.
RECITALSDevelopment and Distribution Agreement • March 30th, 2000 • Healthstream Inc • Services-business services, nec • New York
Contract Type FiledMarch 30th, 2000 Company Industry Jurisdiction
HEALTHSTREAM, INC. 3,365,000 Shares of Common Stock1 UNDERWRITING AGREEMENTUnderwriting Agreement • May 28th, 2015 • Healthstream Inc • Services-computer programming, data processing, etc. • New York
Contract Type FiledMay 28th, 2015 Company Industry Jurisdiction
RECITAL:Asset Purchase Agreement • February 14th, 2000 • Healthstream Inc • Services-business services, nec • Tennessee
Contract Type FiledFebruary 14th, 2000 Company Industry Jurisdiction
1 EXHIBIT 10.2 HEALTHSTREAM, INC. SERIES B CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT THIS SERIES B CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (this "Agreement") is made as of the 21st day of April, 1999, by and between HealthStream, Inc., a...Series B Convertible Preferred Stock Purchase Agreement • October 13th, 1999 • Healthstream Inc • Tennessee
Contract Type FiledOctober 13th, 1999 Company Jurisdiction
UNDERWRITING AGREEMENTUnderwriting Agreement • November 21st, 2011 • Healthstream Inc • Services-computer programming, data processing, etc. • New York
Contract Type FiledNovember 21st, 2011 Company Industry JurisdictionReference is made to the Underwriting Agreement dated November 17, 2011 (the “Underwriting Agreement”) relating to the sale by the Company and the Selling Shareholders, and the purchase by the several Underwriters for whom William Blair & Company, L.L.C. is acting as representative (the “Representative”), of the above Shares. All terms herein shall have the definitions contained in the Underwriting Agreement except as otherwise defined herein.
RECITAL:Asset Purchase Agreement • October 13th, 1999 • Healthstream Inc • Tennessee
Contract Type FiledOctober 13th, 1999 Company Jurisdiction
1 EXHIBIT 10.3 HEALTHSTREAM, INC. SERIES C CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT THIS SERIES C CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (this "Agreement") is made as of the 18th day of August, 1999, by and between HealthStream, Inc., a...Series C Convertible Preferred Stock Purchase Agreement • October 13th, 1999 • Healthstream Inc • Tennessee
Contract Type FiledOctober 13th, 1999 Company Jurisdiction
BACKGROUNDSoftware Licensing and Distribution Agreement • March 30th, 2000 • Healthstream Inc • Services-business services, nec • Tennessee
Contract Type FiledMarch 30th, 2000 Company Industry Jurisdiction
HEALTHSTREAM, INC. RESTRICTED SHARE UNIT AGREEMENTRestricted Share Unit Agreement • February 28th, 2023 • Healthstream Inc • Services-computer programming, data processing, etc. • Tennessee
Contract Type FiledFebruary 28th, 2023 Company Industry JurisdictionThis RESTRICTED SHARE UNIT AGREEMENT (this “Agreement”) is made and entered into as of the 23rd day of February, 2023, between HealthStream, Inc., a Tennessee corporation (together with its Subsidiaries and Affiliates, the “Company”), and [ ] (the “Grantee”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the HealthStream, Inc. 2022 Omnibus Incentive Plan (the “Plan”).
1 EXHIBIT 10.18 We have omitted certain portions of this document and filed them separately with the Commission. These portions are marked with an asterisk (*). CONTINUING EDUCATION SERVICES AGREEMENT BETWEEN HEALTHSTREAM & HEALTHGATE DATA CORP. This...Continuing Education Services Agreement • March 30th, 2000 • Healthstream Inc • Services-business services, nec • Tennessee
Contract Type FiledMarch 30th, 2000 Company Industry Jurisdiction
HEALTHSTREAM, INC. RESTRICTED SHARE UNIT AGREEMENTRestricted Share Unit Agreement • May 1st, 2017 • Healthstream Inc • Services-computer programming, data processing, etc. • Tennessee
Contract Type FiledMay 1st, 2017 Company Industry JurisdictionThis RESTRICTED SHARE UNIT AGREEMENT (this “Agreement”) is made and entered into as of the [•] day of [•] (the “Grant Date”), between HealthStream, Inc., a Tennessee corporation (together with its Subsidiaries and Affiliates, the “Company”), and [•] (the “Grantee”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the HealthStream, Inc. 2016 Omnibus Incentive Plan (the “Plan”).
BACKGROUNDJoint Marketing and Licensing Agreement • March 30th, 2000 • Healthstream Inc • Services-business services, nec • Ohio
Contract Type FiledMarch 30th, 2000 Company Industry Jurisdiction
1 EXHIBIT 10.15 We have omitted certain portions of this document and filed them separately with the Commission. These portions are marked with an asterisk (*). WEB SITE LINKING AGREEMENT This Web Site Linking Agreement is made as of this 2nd day of...Web Site Linking Agreement • March 30th, 2000 • Healthstream Inc • Services-business services, nec • Vermont
Contract Type FiledMarch 30th, 2000 Company Industry Jurisdiction
HEALTHSTREAM, INC. RESTRICTED SHARE UNIT AGREEMENTRestricted Share Unit Agreement • May 16th, 2018 • Healthstream Inc • Services-computer programming, data processing, etc. • Tennessee
Contract Type FiledMay 16th, 2018 Company Industry JurisdictionThis RESTRICTED SHARE UNIT AGREEMENT (this “Agreement”) is made and entered into as of the 15th day of May, 2018 (the “Grant Date”), between HealthStream, Inc., a Tennessee corporation (together with its Subsidiaries and Affiliates, the “Company”), and J. Edward Pearson (the “Grantee”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the HealthStream, Inc. 2016 Omnibus Incentive Plan (the “Plan”).
HEALTHSTREAM, INC. RESTRICTED SHARE UNIT AGREEMENTRestricted Share Unit Agreement • May 1st, 2017 • Healthstream Inc • Services-computer programming, data processing, etc. • Tennessee
Contract Type FiledMay 1st, 2017 Company Industry JurisdictionThis RESTRICTED SHARE UNIT AGREEMENT (this “Agreement”) is made and entered into as of the [•] day of [•] (the “Grant Date”), between HealthStream, Inc., a Tennessee corporation (together with its Subsidiaries and Affiliates, the “Company”), and [•] (the “Grantee”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the HealthStream, Inc. 2016 Omnibus Incentive Plan (the “Plan”).
1 EXHIBIT 10.1 HEALTHSTREAM, INC. SERIES A CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT THIS SERIES A CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (this "Agreement") is made as of the 13th day of October, 1998, by and between HealthStream, Inc., a...Series a Convertible Preferred Stock Purchase Agreement • October 13th, 1999 • Healthstream Inc • Tennessee
Contract Type FiledOctober 13th, 1999 Company Jurisdiction
EXHIBIT 10.10 FORM OF EMPLOYEE AND EXECUTIVE OFFICER STOCK OPTION AGREEMENT HEALTHSTREAM, INC. 2000 STOCK INCENTIVE PLAN OPTION GRANTED THIS ____ DAY OF ______, 200__ ("GRANT DATE") BY HEALTHSTREAM, INC. (THE "COMPANY") TO Optionee (THE "EMPLOYEE")....Employee and Executive Officer Stock Option Agreement • March 30th, 2006 • Healthstream Inc • Services-computer programming, data processing, etc.
Contract Type FiledMarch 30th, 2006 Company Industry
FORM OF HEALTHSTREAM, INC. RESTRICTED SHARE UNIT AGREEMENTRestricted Share Unit Agreement • October 30th, 2015 • Healthstream Inc • Services-computer programming, data processing, etc. • Tennessee
Contract Type FiledOctober 30th, 2015 Company Industry JurisdictionThis RESTRICTED SHARE UNIT AGREEMENT (this “Agreement”) is made and entered into as of the day of September, 2015 (the “Grant Date”), between HealthStream, Inc., a Tennessee corporation (together with its Subsidiaries and Affiliates, the “Company”), and Michael Sousa (the “Grantee”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the HealthStream, Inc. 2010 Stock Incentive Plan (the “Plan”).