Avi S. Katz - Aug 12, 2021 Form 4 Insider Report for UpHealth, Inc. (UPH)

Role: Director
Signature: /s/ Dr. Avi S. Katz
Stock symbol: UPH
Transactions as of: Aug 12, 2021
Transactions value $: $0
Form type: 4
Date filed: 8/16/2021, 09:55 PM
Previous filing: Aug 6, 2021
Next filing: Sep 2, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	UPH	Common Stock	Award	$0	+67.3K		$0.00	67.3K	Aug 12, 2021	Direct	F1
holding	UPH	Common Stock						4.52M	Aug 12, 2021	By GigAcquisitions2, LLC	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Subject to the Reporting Person's continued service to the Company, 1/3 of the Restricted Stock Units ("RSUs") shall vest on May 1, 2022, and the remaining 2/3 of the RSUs shall vest quarterly on each of August 1, November 1, February 1, and May 1 through May 1, 2024; all RSUs shall immediately vest in the event of a Change of Control (as defined in the UpHealth, Inc. 2021 Equity Incentive Plan) of the Company.
F2	The Common Stock is held directly by GigAcquisitions2, LLC (the "Sponsor"). The Common Stock, Private Warrants, and Private Rights held by the Sponsor are beneficially owned by Dr. Avi S. Katz, Co-Executive Chairman of the Board of Directors of the Company. Dr. Katz is also the Manager of the Sponsor, who has sole voting and dispositive power over the shares held by the Sponsor.

Content

Subject to the Reporting Person's continued service to the Company, 1/3 of the Restricted Stock Units ("RSUs") shall vest on May 1, 2022, and the remaining 2/3 of the RSUs shall vest quarterly on each of August 1, November 1, February 1, and May 1 through May 1, 2024; all RSUs shall immediately vest in the event of a Change of Control (as defined in the UpHealth, Inc. 2021 Equity Incentive Plan) of the Company.

The Common Stock is held directly by GigAcquisitions2, LLC (the "Sponsor"). The Common Stock, Private Warrants, and Private Rights held by the Sponsor are beneficially owned by Dr. Avi S. Katz, Co-Executive Chairman of the Board of Directors of the Company. Dr. Katz is also the Manager of the Sponsor, who has sole voting and dispositive power over the shares held by the Sponsor.