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

Role
CEO, Director
Signature
By: /s/ John Reilly, Attorney-in-fact
Stock symbol
TALK
Transactions as of
Jun 22, 2021
Transactions value $
$0
Form type
4
Date filed
6/24/2021, 08:10 PM
Next filing
Oct 20, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TALK Common Stock Award +475K 475K Jun 22, 2021 By Oren Frank 2018 Trust F1
transaction TALK Common Stock Award +1.27M 1.27M Jun 22, 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 +227K 227K Jun 22, 2021 Common Stock 227K $1.22 Direct F1, F2
transaction TALK Stock Options Award +572K 572K Jun 22, 2021 Common Stock 572K $0.39 Direct F1, F3
transaction TALK Stock Options Award +628K 628K Jun 22, 2021 Common Stock 628K $0.23 Direct F1, F3
transaction TALK Stock Options Award +647K 647K Jun 22, 2021 Common Stock 647K $1.21 Direct F1, F4
transaction TALK Stock Options Award +834K 834K Jun 22, 2021 Common Stock 834K $0.51 Direct F1, F5
* 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 is fully vested and currently exercisable.
F4 The stock option vests and becomes exercisable in 48 equal monthly installments beginning on September 1, 2019.
F5 The stock option vests and becomes exercisable in 48 equal monthly installments beginning on August 31, 2017.

Remarks:

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