DIVITA CHARLES III 4
4 · Teladoc Health, Inc. · Filed Jun 3, 2026
Research Summary
AI-generated summary of this filing
Teladoc (TDOC) CEO Charles Divita Exercises Awards, Sells 19,132 Shares
What Happened
Teladoc CEO Charles Divita exercised/converted vested performance and restricted stock units into common shares on June 1, 2026, and sold 19,132 of those shares in an open-market transaction on June 2, 2026 for $7.63 each (total proceeds $145,920). The filing shows conversions of 1,966 shares and 42,276 shares (total 44,242 shares converted); after selling 19,132 shares to cover taxes, Divita’s net increase was 25,110 shares. The conversions were recorded at $0 exercise price (they were unit-to-share conversions, not a cash purchase).
Key Details
- Transaction dates and prices:
- 2026-06-01: Converted/ exercised 1,966 and 42,276 performance/restricted units into shares (derivative conversion; $0 cash exercise).
- 2026-06-02: Sold 19,132 shares @ $7.63 = $145,920 (open-market sale).
- Net change: +44,242 shares converted; -19,132 sold; net +25,110 shares retained.
- Shares owned after transaction: not specified in the filing.
- Notable footnotes:
- F1/F2: PSUs and RSUs convert one-for-one into common stock.
- F3: The 19,132 shares were sold to cover the tax withholding obligation related to vesting.
- F4/F5: The PSUs/RSUs reflected vesting schedules (some vested March 1, 2026 with remainder vesting quarterly).
- Filing timeliness: Filed June 3, 2026 for transactions on June 1–2, 2026 — appears timely (Form 4 is due within two business days).
Context
This was primarily a conversion of vested equity awards with a routine sale to satisfy tax withholding, not a cash purchase. For retail investors, conversions and withholding sales are common following vesting and do not necessarily signal a change in the insider’s view of the company.
Insider Transaction Report
- Exercise/Conversion
Common Stock
[F1]2026-06-01+1,966→ 366,750 total - Exercise/Conversion
Common Stock
[F2]2026-06-01+42,276→ 409,026 total - Sale
Common Stock
[F3]2026-06-02$7.63/sh−19,132$145,920→ 389,894 total - Exercise/Conversion
Performance Stock Units
[F1][F4]2026-06-01−1,966→ 13,761 total→ Common Stock (1,966 underlying) - Exercise/Conversion
Restricted Stock Units
[F2][F5]2026-06-01−42,276→ 295,939 total→ Common Stock (42,276 underlying)
Footnotes (5)
- [F1]Performance stock units convert to shares of TDOC common stock on a one-for-one basis.
- [F2]Restricted 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 March 1, 2026, the reporting person earned 23,591 performance stock units, vesting one-third on March 1, 2026, with the remainder vesting in eight substantially equal quarterly installments thereafter.
- [F5]On March 1, 2025, the reporting person was granted 507,322 restricted stock units, vesting one-third on March 1, 2026, with the remainder vesting in eight substantially equal quarterly installments thereafter.