Amwell makes grant to new employee under inducement plan

Rhea-AI Summary

Amwell (NYSE: AMWL) announced on February 18, 2026 a grant of 61,559 RSUs to one new employee as a material inducement to employment. The grant was approved by the Compensation Committee under Amwell’s Inducement Plan and relies on the NYSE employment inducement exemption.

The RSUs vest 25% on the first anniversary of the grant, with the remaining 75% vesting in equal pro rata increments every three months thereafter over three years (beginning the first calendar day of the month after the three-month period following the Initial Vesting Date).

Key Figures

RSU grant size: 61,559 shares Initial vesting: 25% of RSUs Remaining vesting portion: 75% of RSUs +2 more

5 metrics

RSU grant size 61,559 shares Inducement grant to one new employee

Initial vesting 25% of RSUs On first anniversary of February 18, 2026 grant date

Remaining vesting portion 75% of RSUs Vests after initial anniversary over subsequent period

Vesting frequency Every three months Pro rata vesting after Initial Vesting Date

Vesting duration Three years After Initial Vesting Date until fully vested

Market Reality Check

Price: $5.53 Vol: Volume 97,562 vs 20-day a...

normal vol

$5.53 Last Close

Volume Volume 97,562 vs 20-day average 138,335 (relative volume 0.71 pre-news). normal

Technical Shares traded below the 200-day MA of 6.1 with a pre-news price of 5.84.

Peers on Argus

Momentum scanner shows 1 peer (LFMD) up 3.39%. Sector peers were mixed, with som...

1 Up

Momentum scanner shows 1 peer (LFMD) up 3.39%. Sector peers were mixed, with some names like HCAT and SOPH up and others like FORA and MNDR down.

Historical Context

4 past events · Latest: Feb 12 (Neutral)

Pattern 4 events

Date	Event	Sentiment	Move	Catalyst
Feb 12	Earnings results	Neutral	+0.2%	Reported Q4 and full-year 2025 financial results with earnings call webcast.
Feb 05	Earnings date	Neutral	+4.5%	Announced timing of Q4 and full-year 2025 results and investor call.
Nov 04	Earnings results	Neutral	-0.8%	Released Q3 2025 financial results and scheduled related conference call.
Oct 27	Earnings & conferences	Neutral	-3.3%	Outlined Q3 2025 earnings date and participation in upcoming investor conferences.

Pattern Detected

Recent disclosures have focused on earnings and investor updates, with generally modest single-day price reactions around these events.

Recent Company History

Over the last several months, Amwell has emphasized financial reporting and investor communication. It reported third quarter 2025 results on Nov. 4, 2025 and followed with notifications and results for fourth quarter and full year 2025 around Feb. 12, 2026. These earnings and scheduling releases were accompanied by conference calls and webcasts but only small one-day price moves. Against that backdrop, the new RSU inducement grant represents a routine compensation-related item rather than a major strategic shift.

Market Pulse Summary

This announcement details a standard equity compensation action: a 61,559-share RSU grant to a new e...

Analysis

This announcement details a standard equity compensation action: a 61,559-share RSU grant to a new employee as a material inducement to join Amwell. The award vests 25% after one year and the remaining 75% quarterly over three years, contingent on continued employment, and was approved under the company’s inducement plan consistent with NYSE Rule 303A.08. In the context of recent earnings and regulatory filings, this appears as routine governance rather than a transformative corporate event.

Key Terms

rsus, class a common stock, inducement plan, employment inducement exemption

4 terms

rsus financial

"Amwell made a grant of RSUs of 61,559 shares of its Class A common stock"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

class a common stock financial

"RSUs of 61,559 shares of its Class A common stock to one new employee"

Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.

inducement plan financial

"approved by the Compensation Committee ... pursuant to the Amwell’s Inducement Plan"

An inducement plan is a program a company creates to encourage employees or new hires to stay or join by offering special benefits or rewards. It’s like a company giving extra bonuses or perks to persuade someone to choose their job over others, helping the company attract and keep talented workers.

employment inducement exemption regulatory

"made in reliance on the employment inducement exemption under the NYSE’s Listed Company Manual Rule 303A.08"

An employment inducement exemption is a regulatory allowance that lets a public company grant stock or option awards to a new hire without getting prior shareholder approval, provided the awards are given solely to attract or retain that employee and meet specific limits and rules. Investors care because these one-off grants increase the total number of shares available and can dilute existing ownership and earnings per share, much like adding more slices to an already shared pie.

AI-generated analysis. Not financial advice.

BOSTON, Feb. 18, 2026 (GLOBE NEWSWIRE) -- Amwell^® (NYSE: AMWL), a leading provider of a comprehensive SaaS-based software platform for technology-enabled healthcare, announced that on February 18, Amwell made a grant of RSUs of 61,559 shares of its Class A common stock to one new employee. The grant was offered as material inducement to the employee’s employment with Amwell. The RSUs will vest as follows, subject to the employee’s continued employment through the applicable vesting date: 25% of the RSUs will vest upon the first anniversary of the grant date (“Initial Vesting Date”), and the remaining 75% of the RSUs will vest in equal pro rata increments every three months thereafter (beginning on the first calendar day of the month following the date that is three months following the Initial Vesting Date) for three years until such RSUs are vested in full.

The grant described in this press release was approved by the Compensation Committee of the Amwell’s Board of Directors pursuant to the Amwell’s Inducement Plan and made in reliance on the employment inducement exemption under the NYSE’s Listed Company Manual Rule 303A.08. Amwell is issuing this press release pursuant to Rule 303A.08.

About Amwell
Amwell offers payers and health systems a single, comprehensive, technology-enabled care platform. We use technology to provide patients with better access to more convenient, affordable and effective care. The Amwell platform includes software and services that power many clinical programs from Amwell and our growing number of partners. Our platform allows patients to experience unified, personalized and simple access to diversified clinical programs across the care continuum. As more people seek care online and more clinical programs become available, we offer integrated, future-ready, consistent solutions. The Amwell platform is proven, operating at a large scale, enabling care for millions of patients and their sponsors while delivering dependable outcomes. For almost two decades, Amwell has proudly served some of the largest and most sophisticated healthcare organizations in the U.S. and worldwide. For more information, visit business.amwell.com or LinkedIn.

Media:
Press@amwell.com

Investor:
Asher Dewhurst
amwell@icrhealthcare.com

Notice of Ownership
All materials contained herein are the property of American Well Corporation and are copyrighted under United States law and applicable international copyright laws and treaty provisions. The materials contained herein are not work product or "work for hire" on behalf of any third party. The materials contained herein constitute the confidential information of American Well Corporation, except for specific data elements provided by third parties, which are the confidential information of such third parties. The content contained herein results from the application of American Well proprietary processes, analytical frameworks, algorithms, business methods, solution construction aids and templates, all of which are and remain the property of American Well Corporation.

Trademark Notice
All of the trademarks, service marks and logos displayed on these materials (the "Trademark(s)") are registered and unregistered trademarks of American Well Corporation or third parties who have licensed their Trademarks to American Well Corporation. Except as expressly stated in these terms and conditions, you may not reproduce, display or otherwise use any Trademark without first obtaining American Well Corporation's written permission.

FAQ

How many RSUs did Amwell (AMWL) grant under the inducement plan on February 18, 2026?

Amwell granted 61,559 RSUs to one new employee as an inducement. According to the company, the award was approved by the Compensation Committee and made under Amwell’s Inducement Plan relying on the NYSE exemption.

What is the vesting schedule for the 61,559 RSUs granted by Amwell (AMWL)?

The RSUs vest 25% at the first anniversary, then the remaining 75% quarterly over three years. According to the company, the remaining RSUs vest in equal pro rata increments every three months thereafter.

When does the quarterly vesting of Amwell (AMWL) inducement RSUs begin?

Quarterly vesting begins the first calendar day of the month after three months following the Initial Vesting Date. According to the company, that start follows the first-anniversary vesting milestone.

Was the Amwell (AMWL) inducement grant approved by the board or a committee?

Yes. The Compensation Committee approved the inducement grant. According to the company, the approval was made pursuant to Amwell’s Inducement Plan and in reliance on NYSE Rule 303A.08.

Why did Amwell (AMWL) issue this press release about an inducement RSU grant?

Amwell issued the release to comply with NYSE disclosure requirements for inducement awards. According to the company, the disclosure was made pursuant to the employment inducement exemption under NYSE Rule 303A.08.