Talkspace (TALK) Director Jacqueline Yeaney Sells 420,234 Shares

What Happened
Jacqueline E. Yeaney, a director of Talkspace, disposed of a total of 420,234 shares on August 17, 2026. The disposals comprised 308,610 common shares, 48,222 common shares, and 63,402 derivative shares (vested RSUs). Under the merger agreement, each share converted into the right to receive $5.25 in cash, so the transactions resulted in roughly $2,206,228.50 in cash consideration. These were dispositions tied to the company’s merger (not open-market sales).

Key Details

• Transaction date: 2026-08-17. Per-share cash consideration: $5.25 (Merger Consideration).
• Shares disposed: 308,610 + 48,222 + 63,402 = 420,234 shares; total cash ≈ $2,206,228.50.
• The 63,402 "derivative" shares were vested RSUs canceled and converted to cash per the merger terms.
• Footnotes: (F1–F4) confirm a merger with Universal Health Services, $5.25 cash per share conversion, vested RSUs converted to cash, and that certain vested options with exercise prices ≥ $5.25 were canceled for no consideration.
• Shares owned after the transaction: not reported in this Form 4.
• Filing timeliness: reported on 2026-08-17 for transactions on 2026-08-17 (appears timely; no late-file flag).

Context
These disposals were part of a change-of-control merger (Talkspace became an indirect wholly owned subsidiary of Universal Health Services). The cash payments reflect the agreed merger consideration rather than a market-driven sale by the insider; such merger-related conversions are common and do not necessarily signal the insider’s view of future company prospects.