Teladoc Health Announces Employee Inducement Awards under NYSE Rule 303A.08

The new Teladoc Health CFO’s inducement awards depend on 2026 adjusted EBITDA and revenue growth from 2026 through 2028.

Rhea-AI Summary

Teladoc Health (TDOC) has granted equity inducement awards to its new Chief Financial Officer, effective September 1, 2026.

Michael Grasher received restricted stock units covering 239,616 shares of common stock and performance stock units (PSUs) with a 239,616-share target, with up to 479,232 shares potentially earned. Time-based RSUs vest 50% on the first anniversary of grant and the remainder in six equal quarterly installments starting 15 months after grant. PSUs are tied to 2026 adjusted EBITDA and 2026–2028 compound annual revenue growth, with earned EBITDA PSUs vesting on a similar staged schedule and Revenue CAGR PSUs vesting on March 1, 2029. Awards were approved under the 2023 Employment Inducement Incentive Award Plan pursuant to NYSE Rule 303A.08.

News Explained

Teladoc Health issued equity awards to its new CFO, but the release describes awards rather than immediate issuance of all underlying shares. If the awards vest or are earned and settled in shares, they can increase the share count and reduce existing holders’ percentage ownership, with PSUs potentially covering up to 479,232 shares in addition to RSUs covering 239,616 shares.

Market Context

TDOC stood at $6.46 before publication, and recent CFO-appointment coverage was followed by -2.62%. ...

Analysis

TDOC stood at $6.46 before publication, and recent CFO-appointment coverage was followed by -2.62%. The award terms add compensation context; Net Selling insider activity remained a risk factor to monitor.

Key Figures

Grant Effective Date: September 1, 2026 Restricted Stock Units: 239,616 shares Performance Stock Units Target: 239,616 shares +5 more

8 metrics

Grant Effective Date September 1, 2026 CFO employment commencement

Restricted Stock Units 239,616 shares CFO inducement award

Performance Stock Units Target 239,616 shares CFO inducement award

Performance Stock Units Maximum 479,232 shares Maximum shares that may be earned

Adjusted EBITDA Performance Period 2026 EBITDA PSUs

Revenue CAGR Performance Period 2026-2028 Revenue CAGR PSUs

Revenue CAGR PSU Vesting Date March 1, 2029 Any earned Revenue CAGR PSUs

Common Stock Par Value $0.001 per share Teladoc common stock

Historical Context

5 past events · Latest: Aug 31 (Positive)

Pattern 5 events

Date	Event	Sentiment	24h Move	Catalyst
Aug 31	CFO appointment	Positive	-2.6%	Michael Grasher appointed CFO with insurance and public-company financial leadership experience.
Aug 03	Board appointment	Positive	+0.5%	Mark Anquillare joined the board and its Audit and Compensation committees.
Jul 29	Q2 earnings report	Negative	-28.3%	Revenue and adjusted EBITDA declined year over year, alongside a quarterly net loss.
Jul 15	Q2 results scheduling	Neutral	-2.6%	Teladoc scheduled its second-quarter results release and conference call for July 29.
Jul 03	Employee inducement award	Neutral	+1.0%	David Packles received 50,000 restricted stock units under the inducement award plan.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent management-related announcements produced mixed reactions, while the July 29 earnings release coincided with a 28.32% decline.

Key Terms

restricted stock units, performance stock units, adjusted EBITDA, compound annual revenue growth rate

4 terms

restricted stock units financial

"granted an award of restricted stock units covering 239,616 shares"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

performance stock units financial

"awards of performance stock units covering a target of 239,616 shares"

Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.

adjusted EBITDA financial

"Teladoc’s adjusted EBITDA for 2026"

Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.

compound annual revenue growth rate financial

"actual compound annual revenue growth rate during 2026-2028"

The compound annual revenue growth rate is the constant annual percentage that would take a company's revenue from a starting value to an ending value over a set number of years, assuming growth compounds each year. It smooths out year-to-year ups and downs to show the average pace at which sales have grown. Investors use it to compare how quickly companies are expanding sales over time, similar to comparing steady interest rates on accounts.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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NEW YORK, Sept. 03, 2026 (GLOBE NEWSWIRE) -- Teladoc Health, Inc. (NYSE:TDOC), the global leader in virtual care, today announced that it issued inducement awards to a new employee.

Effective September 1, 2026, in connection with commencing employment as Chief Financial Officer, Michael Grasher was granted an award of restricted stock units covering 239,616 shares of Teladoc Health’s common stock, par value $0.001 per share (“Common Stock”), and awards of performance stock units covering a target of 239,616 shares of Common Stock (for which up to 479,232 shares may be earned). The restricted stock units vest, based on continued service to Teladoc Health as to one-half of the underlying shares on the first anniversary of the grant date, with the remainder vesting in six substantially equal quarterly installments beginning on the 15-month anniversary of the grant date. The performance stock units provide a target number of shares of Common Stock that would be earned based on (i) Teladoc Health’s adjusted EBITDA for 2026 (“EBITDA PSUs”) and (ii) Teladoc Health’s actual compound annual revenue growth rate during 2026-2028 (“Revenue CAGR PSUs”). One-half of any earned EBITDA PSUs would vest on the first anniversary of the grant date and the remaining one-half would vest in six substantially equal quarterly installments beginning on the 15-month anniversary of the grant date. Any earned Revenue CAGR PSUs would vest on March 1, 2029.

The awards were approved by the Compensation Committee of the Board of Directors of Teladoc Health and were granted under the Teladoc Health, Inc. 2023 Employment Inducement Incentive Award Plan as employment inducement awards pursuant to New York Stock Exchange Rule 303A.08.

About Teladoc Health

Teladoc Health (NYSE: TDOC) is the global leader in virtual care. The company is delivering and orchestrating care across patients, care providers, platforms, and partners — transforming virtual care into a catalyst for how better health happens. Through our relationships with health plans, employers, providers, health systems and consumers, we are enabling more access, driving better outcomes, extending provider capacity and lowering costs. Learn more at www.teladochealth.com.

Media:
Lou Serio
202-569-9715
pr@teladochealth.com

FAQ

What inducement equity awards did Teladoc Health (TDOC) grant to new CFO Michael Grasher?

Teladoc Health granted Michael Grasher restricted stock units covering 239,616 shares of common stock and performance stock units targeting an additional 239,616 shares, with up to 479,232 shares potentially earned in total under the PSUs.

How do the restricted stock units for Teladoc Health (TDOC) new CFO vest?

The RSUs covering 239,616 shares vest based on continued service: one-half vests on the first anniversary of the grant date, and the remaining half vests in six substantially equal quarterly installments starting on the 15-month anniversary of the grant date.

How are Teladoc Health (TDOC) performance stock units for the CFO earned and measured?

The PSUs provide a target of 239,616 shares, with up to 479,232 shares possible. They are earned based on 2026 adjusted EBITDA (EBITDA PSUs) and Teladoc Health’s actual compound annual revenue growth rate for 2026–2028 (Revenue CAGR PSUs).

When do the EBITDA and Revenue CAGR PSUs for Teladoc Health (TDOC) new CFO vest?

One-half of any earned EBITDA PSUs vests on the first anniversary of the grant date, with the rest vesting in six equal quarterly installments starting 15 months after grant. Any earned Revenue CAGR PSUs vest on March 1, 2029.

Under which plan and NYSE rule were Teladoc Health (TDOC) inducement awards granted?

The awards were granted under the Teladoc Health 2023 Employment Inducement Incentive Award Plan as employment inducement awards, in accordance with New York Stock Exchange Rule 303A.08, following approval by the company’s Compensation Committee.