Healthcare Services (HCSG) Form 4 HEALTHCARE SERVICES / Theodore WAHL ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:	3235-0287
Estimated average burden
hours per response:	0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

WAHL Theodore

(Last) (First) (Middle)

3220 TILLMAN DRIVE

SUITE 300

(Street)

BENSALEM PA 19020

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HEALTHCARE SERVICES GROUP INC [ HCSG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
12/31/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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	12/31/2024		A		2,408(1)	A	$8.81	366,819	D
Common Stock	01/04/2025		M		10,025	A	$0	376,844	D
Common Stock	01/04/2025		M		16,293	A	$0	393,137	D
Common Stock	01/04/2025		M		30,643	A	$0	423,780	D
Common Stock	01/03/2025		M		15,547	A	$0	439,327	D
Common Stock	01/04/2025		F		27,956	D	$0	411,371(2)	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
Phantom Stock	(3)	12/31/2024		A		4,528		(4)	(4)	Common Stock	4,528	$11.62	38,383(5)	D
Restricted Stock Units	(3)	01/03/2025		M			15,547	(6)	(6)	Common Stock	15,547	$0	0	D
Restricted Stock Units	(3)	01/04/2025		M			10,025	(7)	(7)	Common Stock	10,025	$0	10,023	D
Restricted Stock Units	(3)	01/04/2025		M			16,293	(8)	(8)	Common Stock	16,293	$0	32,583	D
Restricted Stock Units	(3)	01/03/2025		M			30,643	(9)	(9)	Common Stock	30,643	$0	122,570	D
Stock Option (right to buy)	$11.76	01/03/2025		A		134,558		(10)	01/03/2035	Common Stock	134,558	$11.76	134,558	D
Restricted Stock Units	(3)	01/03/2025		A		139,208		(11)	(11)	Common Stock	139,208	$0	139,208	D

Explanation of Responses:

1. Acquired by the Reporting Person through participation in the Healthcare Services Group, Inc. Employee Stock Purchase Plan.

2. Total direct and indirect beneficial ownership by reporting person is 1,001,212.

3. Shares issued at the conversion rate of 1-for-1.

4. Shares of Phantom Stock are payable in-kind following termination of the Reporting Person's employment with Issuer.

5. Acquired pursuant to an Issuer contribution under the Healthcare Services Group, Inc. Deferred Compensation Plan.

6. These Restricted Stock Units shall vest at the rate of 20% annually, commencing on the first anniversary of the January 3, 2020 grant date.

7. These Restricted Stock Units shall vest at the rate of 20% annually, commencing on the first anniversary of the January 4, 2021 grant date.

8. These Restricted Stock Units shall vest at the rate of 20% annually, commencing on the first anniversary of the January 4, 2022 grant date.

9. These Restricted Stock Units shall vest at the rate of 20% annually, commencing on the first anniversary of the January 3, 2024 grant date.

10. These Options shall become exercisable at the rate of 20% annually, commencing on the first anniversary of the January 3, 2025 grant date.

11. These Restricted Stock Units shall vest at the rate of 20% annually, commencing on the first anniversary of the January 3, 2025 grant date.

Remarks:

	Michael Harrity, by Power of Attorney	01/06/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.