Douglas L. Braunstein - Sep 26, 2022 Form 4 Insider Report for Talkspace, Inc. (TALK)

Role
Director
Signature
By: /s/ John Reilly, Attorney-in-fact for Douglas L Braunstein
Stock symbol
TALK
Transactions as of
Sep 26, 2022
Transactions value $
$159,630
Form type
4
Date filed
9/28/2022, 08:57 PM
Previous filing
May 11, 2022
Next filing
Dec 7, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction TALK Common Stock Award $160K +168K +10.09% $0.95 1.83M Sep 26, 2022 Direct F1
holding TALK Common Stock 1.27M Sep 26, 2022 Direct F2
holding TALK Common Stock 1M Sep 26, 2022 By Braunstein 2015 Trust F2
holding TALK Common Stock 11.3M Sep 26, 2022 See Footnotes F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Consists of restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Talkspace, Inc. common stock. The RSUs vest in full on the earlier to occur of (i) the one-year anniversary of June 22, 2022 and (ii) the date of the next Annual Meeting following the grant date, subject to continued service through the applicable vesting date.
F2 These securities are jointly held by Mr. Braunstein and Samara Braunstein.
F3 Hudson Executive Capital LP ("Hudson Executive"), as the investment adviser to certain affiliated investment funds, may be deemed to be the beneficial owner of the securities reported on this Form 4 (the "Subject Securities") for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934 (the "Exchange Act"). HEC Management GP LLC ("Management GP"), as the general partner of Hudson Executive, may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Exchange Act. By virtue of Mr. Braunstein's position as Managing Partner of Hudson Executive and Managing Member of Management GP, Mr. Braunstein may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Exchange Act.
F4 Mr. Braunstein disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein.