Alfonso Gatmaitan - Jan 10, 2022 Form 4 Insider Report for UpHealth, Inc. (UPH)

Role: Chief Operating Officer
Signature: /s/ Alfonso Gatmaitan
Stock symbol: UPH
Transactions as of: Jan 10, 2022
Transactions value $: $0
Form type: 4
Date filed: 1/12/2022, 08:15 PM
Previous filing: Oct 22, 2021
Next filing: Jun 6, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	UPH	Common Stock	Disposed to Issuer	$0	-51.8K	-4.19%	$0.00	1.18M	Jan 10, 2022	Direct	F1, F2
holding	UPH	Common Stock						1.24M	Jan 10, 2022	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	Disposed to Issuer	$0	-155K	-100%	$0.00^*	0	Jan 10, 2022	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	The reporting person resigned as chief operating officer (the "Resignation") of UpHealth, Inc. (the "Company") effective January 10, 2022 (the "Resignation Date"). As a result, the reporting person is no longer subject to Section 16 in connection with his transactions in the equity securities of the Company and therefore will no longer report any such transactions on Form 4 or Form 5.
F2	On Resignation Date, the reporting person and the Company entered into a Separation Agreement, whereby within ten days of January 18, 2022 (the "Effective Date"), so long as the Separation Agreement has not been revoked by either party before the Effective Date, the reporting person will vest restricted stock units ("RSUs") for 103,627 shares of the total of 310,881 RSUs that were previously reported by the reporting person on October 20, 2021. All remaining RSUs shall be forfeited as of the Resignation Date.

Content

The reporting person resigned as chief operating officer (the "Resignation") of UpHealth, Inc. (the "Company") effective January 10, 2022 (the "Resignation Date"). As a result, the reporting person is no longer subject to Section 16 in connection with his transactions in the equity securities of the Company and therefore will no longer report any such transactions on Form 4 or Form 5.

On Resignation Date, the reporting person and the Company entered into a Separation Agreement, whereby within ten days of January 18, 2022 (the "Effective Date"), so long as the Separation Agreement has not been revoked by either party before the Effective Date, the reporting person will vest restricted stock units ("RSUs") for 103,627 shares of the total of 310,881 RSUs that were previously reported by the reporting person on October 20, 2021. All remaining RSUs shall be forfeited as of the Resignation Date.