Roni Frank - 22 Jun 2021 Form 4 Insider Report for Talkspace, Inc. (TALK)

Role
Head of Clinical Services, Director
Signature
By: /s/ John Reilly, Attorney-in-fact
Issuer symbol
TALK
Transactions as of
22 Jun 2021
Net transactions value
$0
Form type
4
Filing time
24 Jun 2021, 20:03:56 UTC
Next filing
20 Oct 2021
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TALK Common Stock Award +474,719 474,719 22 Jun 2021 By Roni Frank 2018 Trust F1
transaction TALK Common Stock Award +1,267,726 1,267,726 22 Jun 2021 Direct F1

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 TALK Stock Options Award +226,827 226,827 22 Jun 2021 Common Stock 226,827 $1.22 Direct F1, F2
transaction TALK Stock Options Award +834,144 834,144 22 Jun 2021 Common Stock 834,144 $0.5100 Direct F1, F3
transaction TALK Stock Options Award +628,399 628,399 22 Jun 2021 Common Stock 628,399 $0.2300 Direct F1, F4
transaction TALK Stock Options Award +646,802 646,802 22 Jun 2021 Common Stock 646,802 $1.21 Direct F1, F5
transaction TALK Stock Options Award +571,810 571,810 22 Jun 2021 Common Stock 571,810 $0.3900 Direct F1, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to the business combination of Hudson Executive Investment Corp. and Groop Internet Platform, Inc. (d/b/a Talkspace) ("Legacy Talkspace"), each share of Legacy Talkspace outstanding common and preferred stock was automatically converted into the right to receive a combination of cash and a number shares of the Issuer's Common Stock based on a 1-to-1.1341 exchange ratio (the "Exchange Ratio") in accordance with the merger agreement governing the business combination. In addition, each outstanding Legacy Talkspace stock option was automatically converted into a corresponding stock option of the Issuer based on the Exchange Ratio and with the same terms and vesting conditions as the Legacy Talkspace equity awards.
F2 The stock option vests and becomes exercisable in 48 equal monthly installments beginning on August 18, 2020.
F3 The stock option vests and becomes exercisable in 48 equal monthly installments beginning on August 31, 2017.
F4 The stock option is fully vested and currently exercisable.
F5 The stock option vests and becomes exercisable in 48 equal monthly installments beginning on September 1, 2019.

Remarks:

Excludes securities beneficially owned by Oren Frank, which are being reported on a separate Form 4 filing by Oren Frank.