Home/Filings/4/0000899243-22-017711
4//SEC Filing

Braunstein Douglas L 4

Accession 0000899243-22-017711

CIK 0001803901other

Filed

May 10, 8:00 PM ET

Accepted

May 11, 8:15 PM ET

Size

11.4 KB

Accession

0000899243-22-017711

Insider Transaction Report

Form 4
Period: 2022-05-09
Braunstein Douglas L
Director10% Owner
Transactions
  • Award

    Common Stock

    2022-05-09+1,650,0001,665,384 total
  • Award

    Employee Stock Option

    2022-05-09+640,000640,000 total
    Exercise: $1.22Exp: 2032-05-09Common Stock (640,000 underlying)
Holdings
  • Common Stock

    (indirect: By Trust)
    1,000,756
  • Common Stock

    1,273,690
  • Common Stock

    (indirect: See Footnotes)
    11,340,600
Footnotes (5)
  • [F1]Consists of restricted stock units ("RSUs") awarded to Douglas L. Braunstein in connection with his service as interim Chief Executive Officer ("interim CEO") of Talkspace, Inc. (the "Company"). Each RSU represents a contingent right to receive one share of the Company's common stock. The RSUs vest with respect to 50% of the underlying shares on May 15, 2022, and, with respect to the remaining 50% of the underlying shares, in six equal monthly installments on each of the first six monthly anniversaries of May 15, 2022, subject to Mr. Braunstein's continued service as interim CEO 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.
  • [F5]The stock option vests and becomes exercisable with respect to 50% of the underlying shares on May 15, 2022 and, with respect to the remaining 50% of the underlying shares, in six equal monthly installments on each of the first six monthly anniversaries of May 15, 2022, subject to Mr. Braunstein's continued service as interim CEO through the applicable vesting date.

Issuer

Talkspace, Inc.

CIK 0001803901

Entity typeother

Related Parties

1
  • filerCIK 0001495110

Filing Metadata

Form type
4
Filed
May 10, 8:00 PM ET
Accepted
May 11, 8:15 PM ET
Size
11.4 KB