SecProbe.io

December 13, 2024
David Wood
General Counsel
Hinge Health, Inc.
455 Market Street, Suite 700
San Francisco, California 94105
Re:Hinge Health, Inc.
Draft Registration Statement on Form S-1
Submitted November 15, 2024
CIK No. 0001673743
Dear David Wood:
            We have reviewed your draft registration statement and have the following comments.
            Please respond to this letter by providing the requested information and either
submitting an amended draft registration statement or publicly filing your registration
statement on EDGAR. If you do not believe a comment applies to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
            After reviewing the information you provide in response to this letter and your
amended draft registration statement or filed registration statement, we may have additional
comments.
Draft Registration Statement on Form S-1
Prospectus Summary, page 1
1.We note that you disclose your 12-month client retention rate as of September 30,
2024 and your client net promoter score as of October 31, 2024 and intend to disclose
your net dollar retention rate as of December 31, 2024.  Please disclose your retention
rates for the same periods and for all periods presented.
Risk Factors
"Our results of operations have in the past fluctuated and may in the future continue to
fluctuate on a quarterly and annual basis.", page 21
You state the termination or renegotiation by your significant partners of their
agreements with you could be an important factor in causing your revenues and 2.

December 13, 2024
Page 2
results of operations to fluctuate. You also state that a limited number of health plans
and other partners have been responsible for contracting and support with a majority
of your clients. To the extent material, disclose the material terms of the agreements
with your significant partners including the identity and termination provisions.
Management's Discussion and Analysis of Financial Condition and Results of Operations,
page 94
3.We note your disclosure that you implemented a number of different marketing
formats, which helped increase membership applications per impression from your
legacy clients by 36% in a six-month period between the first quarter and the third
quarter of 2024, and by 62% in a 12-month period between the third quarter of 2023
and the third quarter of 2024. Revise your disclosure to indicate when you
implemented these marketing formats and clarify whether an increase in membership
applications also resulted in an increase in revenue for the periods indicated.
Non-GAAP Financial Measures
Non-GAAP Loss from Operations and Operating Margin, page 106
4.We note that you present non-GAAP measures to add back an excess and obsolete
inventory charge to gross profit and loss from operations. Please tell us how you
concluded that an excess and obsolete inventory charge is not a normal recurring
operating expense of your operations. For guidance, refer to Question 100.01 of the
Compliance and Disclosure Interpretations on Non-GAAP Financial Measures. In
addition, please ensure that your MD&A overview and cost of revenue discussions
adequately explains the nature and cost of the transition associated with this inventory
charge.
Business, page 114
5.Regarding international expansion, you state that you expanded into Canada in 2024
and expect to offer a global program to individuals in several additional countries
outside of the United States that are employees of U.S.-based multinational
corporations by the end of 2024 and grow that program in 2025. Please update your
disclosure here and wherever appropriate to provide information about the expansion
strategies undertaken in 2024, including the associated costs, any qualitative results,
and the status of the plans.
Principal and Selling Stockholders, page 174
6.Please disclose the natural persons who hold dispositive and/or voting power of
the shares being offered by entities such as 11.2 Capital and Coatue.
Consolidated Balance Sheet, page F-3
7.Your disclosure in Note 2 on page F-7 indicates that you consolidate Hinge Health
Digital P.C., which you disclose is considered a variable interest entity for which the
Company is the primary beneficiary. Please separately present the assets and liabilities
of the VIE on the face of the balance sheet as required by ASC 810-10-45-25. Please
advise or revise accordingly.

December 13, 2024
Page 3
Notes to the Consolidated Financial Statements, page F-7
8.We note your disclosure on page 100 that you currently cover eligible lives within the
United States and Canada. Please separately disclose your revenue generated in the
United States. In addition, separately disclose the total of your long-lived assets in the
United States. Refer to ASC 280-10-50-41.
Revenue Recognition, page F-13
9.Your disclosure indicates that your typical contracts are three years. Also, we note
you state that the "Company records accounts receivable when it has the
unconditional right to bill and receive payment regardless of whether revenue has
been recognized. Unbilled receivables include contractually billable invoices that are
not yet billed." Clarify your disclosure to explain whether customers may cancel their
contracts during this period and whether they are refundable. That is, please tell us
whether your contracts can be terminated by each party at any time without
compensating the other party for the termination. We refer you to Question 7 of the
FASB Revenue Implementation Guide Q&As. Explain how you determined the
contract duration. Refer to ASC 606-10-25-3. In addition, please disclose, if required,
the remaining performance obligations as outlined in ASC 606-10-50-13.
10.We note your disclosure that  "Enso device is sent to a member as part of the
Company’s platform, it constitutes a lease component as this device remains the
property of the Company and the member has the right to direct the use of the device
during the contract term." Please clarify how you determined that the inventory cost
of the devices should be amortized on a straight-line basis over the 12-month member
subscription period. In addition, please tell us whether the devices will have no
salvage value at the end of the subscription period.
11.You disclose "that the consideration is variable at contract outset, and the Company
estimates the volume of members based on historical experience and adjusts revenue
as members complete cohort milestones." Please tell us and disclose how you consider
constraining estimates of variable consideration. Refer to ASC 606-10-32-11.
Exhibits
12.We note that you entered into a management or administrative services agreement (an
“MSA”) with each of our affiliated professional entities. You state that \a material
change in your relationship with these entities, whether resulting from a dispute
among the entities, a challenge from a governmental regulator, a change in
government regulation, or the loss of these relationships or contracts, could impair
your ability to provide services to your members and could harm your business.
Please file the management or administrative services agreement with each of  your
affiliated professional entities as an exhibit to the registration statement. See
Item 601(b)(10) of Regulation S-K.
General
13.When referencing a study, survey, or report, please clarify the source of the
information and whether the research was commissioned by the Company or any of
its affiliates.  Refer to Rule 436 and Section 7 of the Securities Act.

December 13, 2024
Page 4
14.Please supplementally provide us with copies of all written communications, as
defined in Rule 405 under the Securities Act that you, or anyone authorized to do so
on your behalf, present to potential investors in reliance on Section 5(d) of the
Securities Act, whether or not they retain copies of the communications.
            Please contact Ryan Rohn at 202-551-3739 or Stephen Krikorian at 202-551-3488 if
you have questions regarding comments on the financial statements and related
matters. Please contact Mariam Mansaray at 202-551-5176 or Jan Woo at 202-551-3453 with
any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:Tad J. Freese