DIVITA CHARLES III 4

4 · Teladoc Health, Inc. · Filed Mar 12, 2026

AI-generated summary of this filing

Updated Mar 12, 2026

Teladoc (TDOC) CEO Charles Divita Exercises Awards, Sells Shares

What Happened

Teladoc CEO Charles Divita converted/exercised derivative awards and received a total of 108,356 shares on March 10, 2026 (39,160 + 25,493 conversions plus 43,703 performance units granted/vested). He then sold 27,731 shares in an open-market transaction on March 11, 2026 for $5.49 each, totaling $152,243. The sale is reported as shares sold to cover tax withholding related to vested awards.

Key Details

Transaction dates and prices:
- Mar 10, 2026: Conversion/exercise or grant of 39,160 and 25,493 shares (derivative conversions) and award of 43,703 performance stock units (reported at $0.00 per share as they were award/derivative transactions).
- Mar 11, 2026: Open-market sale of 27,731 shares at $5.49 per share = $152,243.
Shares received on conversion/award: 108,356 shares (39,160 + 25,493 + 43,703).
Shares sold: 27,731 shares (open-market sale).
Notable footnotes:
- F1/F2/F5: Restricted stock units (RSUs) and performance stock units (PSUs) convert one-for-one into common shares.
- F3: The shares sold were used to cover tax withholding on vesting of RSU/PSU awards.
- F7/F8: The PSU award vested seven-twelfths on March 10, 2026; remaining PSU portions vest in five equal quarterly installments over the next 15 months.
- F4: The RSU award referenced was originally granted June 10, 2024 with a multi-period vesting schedule.
Filing timeliness: Report filed March 12, 2026 for transactions on March 10–11, 2026 — appears timely (no late filing indicated).

Context

These were not open-market purchases; the bulk of activity was conversion/vesting of RSUs/PSUs into common stock (derivative-to-stock transactions), followed by an open-market sale of a subset of shares to satisfy tax withholding obligations. Conversions/awards are routine executive compensation events and do not by themselves indicate a buy or sell signal in the market.

Form 4

Period: 2026-03-10

DirectorCHIEF EXECUTIVE OFFICER

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-03-10+39,160→ 367,022 total
Exercise/Conversion
Common Stock
[F2]
2026-03-10+25,493→ 392,515 total
Sale
Common Stock
[F3]
2026-03-11$5.49/sh−27,731$152,243→ 364,784 total
Exercise/Conversion
Restricted Stock Units
[F1][F4]
2026-03-10−39,160→ 195,803 total
→ Common Stock (39,160 underlying)
Award
Performance Stock Units
[F5][F6][F7]
2026-03-10+43,703→ 43,703 total
→ Common Stock (43,703 underlying)
Exercise/Conversion
Performance Stock Units
[F2][F8]
2026-03-10−25,493→ 18,210 total
→ Common Stock (25,493 underlying)

Footnotes (8)

[F1]Restricted stock units convert to shares of TDOC common stock on a one-for-one basis.
[F2]Performance stock units convert to shares of TDOC common stock on a one-for-one basis.
[F3]Shares sold to cover the tax withholding obligation in respect of vesting of the reporting person's performance stock unit and restricted stock unit awards.
[F4]On June 10, 2024, the reporting person was granted 469,924 restricted stock units, vesting one-third on the first anniversary of the grant date, with the remainder vesting in eight substantially equal quarterly installments thereafter.
[F5]Each performance stock unit represents a contingent right to receive one share of TDOC common stock.
[F6]Performance award amount determined based on metrics in respect of the issuer's 2025 financial results.
[F7]The performance stock units vest as to seven-twelfths on March 10, 2026, with the remainder vesting in five substantially equal quarterly installments over the subsequent 15 months.
[F8]On March 10, 2026, the reporting person earned 43,703 performance stock units, vesting seven-twelfths on March 10, 2026, with the remainder vesting in five substantially equal quarterly installments over the subsequent 15 months.

Signature

/s/ Adam C. Vandervoort, Attorney-in-Fact|2026-03-12

1 file