Mariya Pylypiv - Oct 20, 2021 Form 4 Insider Report for UpHealth, Inc. (UPH)

Role: Chief Strategy Officer, Director
Signature: By: Mariya Pylypiv
Stock symbol: UPH
Transactions as of: Oct 20, 2021
Transactions value $: $102,168
Form type: 4
Date filed: 11/19/2021, 04:47 PM
Previous filing: Jun 11, 2021
Next filing: Aug 23, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	UPH	Common Stock	Award	$0	+155K	+2.08%	$0.00	7.62M	Oct 20, 2021	Direct	F1
transaction	UPH	Common Stock	Purchase	$8.9K	+2.62K	+0.03%	$3.40	7.62M	Nov 17, 2021	Direct
transaction	UPH	Common Stock	Purchase	$34.2K	+10K	+0.13%	$3.42	7.63M	Nov 17, 2021	Direct
transaction	UPH	Common Stock	Purchase	$2.16K	+645	+0.01%	$3.35	7.63M	Nov 18, 2021	Direct
transaction	UPH	Common Stock	Purchase	$56.9K	+16.7K	+0.22%	$3.40	7.65M	Nov 18, 2021	Direct
holding	UPH	Common Stock						7.46M	Oct 20, 2021	Direct

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	UPH	Performance-Based Restricted Stock Unit	Award	$0	+155K		$0.00	155K	Oct 20, 2021	Common Stock	155K	$0.00	Direct	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 UpHealth, Inc. (the "Company"), 1/3 of the Restricted Stock Unit ("RSUs") shall vest on May 1, 2022 (the "Initial Vesting Date"), and the remaining 2/3 of the RSUs shall vest quarterly on each of three month anniversary following the Initial Vesting Date until fully vested.
F2	Each performance-based RSU represents the right to receive, following vesting, one share of the Company's common stock ("Common Stock"). The number of shares of Common Stock acquired upon vesting of the performance-based RSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Board of Directors on an annual basis over three one-year performance periods beginning on the first day of the fiscal year of 2021 and ending on the last day of the fiscal year of 2023.

Content

Subject to the Reporting Person's continued service to UpHealth, Inc. (the "Company"), 1/3 of the Restricted Stock Unit ("RSUs") shall vest on May 1, 2022 (the "Initial Vesting Date"), and the remaining 2/3 of the RSUs shall vest quarterly on each of three month anniversary following the Initial Vesting Date until fully vested.

Each performance-based RSU represents the right to receive, following vesting, one share of the Company's common stock ("Common Stock"). The number of shares of Common Stock acquired upon vesting of the performance-based RSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Board of Directors on an annual basis over three one-year performance periods beginning on the first day of the fiscal year of 2021 and ending on the last day of the fiscal year of 2023.