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Co-founder Roy Schoenberg exits Amwell (NYSE: AMWL) board role

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(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

American Well Corporation reports that co-founder Dr. Roy Schoenberg has resigned from its Board of Directors, effective May 6, 2026. The company explains that he is leaving in connection with a new employment opportunity.

His resignation is described as not resulting from any disagreement with American Well on operations, policies, or procedures. The company highlights his nearly twenty years of leadership, including service as Executive Vice Chairman of the Board, and credits him with a lasting impact on its growth and evolution.

Positive

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Resignation effective date May 6, 2026 Board resignation of co-founder Dr. Roy Schoenberg
Filing signatory Anna Nesterova Deputy General Counsel, Head of Legal signed on behalf of American Well
Item 5.02 Departure of Directors or Certain Officers regulatory
"Item 5.02 Departure of Directors or Certain Officers; Election of Directors"
Emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Board of Directors financial
"resignation from the Company’s Board of Directors, effective immediately"
The Board of Directors is a group of people chosen by a company's owners to help make big decisions and oversee how the company is run. They act like a team of advisors or managers, making sure the company stays on track and meets its goals. Their choices can influence the company's success and how it grows.
Executive Vice Chairman of the Board financial
"both a co-founder and Executive Vice Chairman of the Board"
Understanding 8-K Material Events →
false000139358400013935842026-05-062026-05-06

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 06, 2026

 

 

American Well Corporation

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-39515

20-5009396

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

75 State Street

Ste. 100

 

Boston, Massachusetts

 

02109

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 617 204-3500

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Class A Common Stock, $0.01 Par Value

 

AMWL

 

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 6, 2026, Dr. Roy Schoenberg notified American Well Corporation (the “Company”) of his resignation from the Company’s Board of Directors, effective immediately. Dr. Schoenberg’s resignation is in connection with a new employment opportunity, and was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or procedures. The Company is grateful to Dr. Schoenberg for his nearly twenty years of leadership and vision as both a co-founder and Executive Vice Chairman of the Board; and recognizes the enduring impact he has had on the Company’s growth, evolution and success.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

AMERICAN WELL CORPORATION

 

 

 

 

Date:

May 12, 2026

By:

/s/ Anna Nesterova

 

 

 

Anna Nesterova
Deputy General Counsel, Head of Legal

 

Source: View Original Filing on SEC EDGAR

FAQ

What did American Well (AMWL) disclose in this 8-K filing?

American Well disclosed that co-founder Dr. Roy Schoenberg resigned from its Board of Directors effective May 6, 2026. The company stated his departure is tied to a new employment opportunity and not to any disagreement over operations, policies, or procedures.

Who is Dr. Roy Schoenberg in relation to American Well (AMWL)?

Dr. Roy Schoenberg is a co-founder of American Well and served as Executive Vice Chairman of the Board. The company credits his nearly twenty years of leadership and vision with significantly shaping its growth, evolution, and overall success in the telehealth market.

When did Dr. Roy Schoenberg’s resignation from AMWL’s board become effective?

Dr. Roy Schoenberg’s resignation from American Well’s Board of Directors became effective immediately on May 6, 2026. The 8-K notes that he informed the company of his decision on that date in connection with pursuing a new employment opportunity.

Did Dr. Roy Schoenberg leave American Well (AMWL) because of a disagreement?

American Well explicitly states that Dr. Roy Schoenberg’s resignation was not due to any disagreement with the company. This includes no disagreement over its operations, policies, or procedures, and frames his departure as related instead to a new employment opportunity.

What role did Dr. Roy Schoenberg previously hold at American Well (AMWL)?

Dr. Roy Schoenberg previously served as Executive Vice Chairman of American Well’s Board of Directors. The company highlights his nearly two decades of leadership and recognizes his enduring impact on its strategic direction, growth, and evolution as a telehealth provider.

How does American Well (AMWL) characterize Dr. Roy Schoenberg’s contributions?

American Well describes Dr. Schoenberg’s contributions as nearly twenty years of leadership and vision. It credits him as a co-founder who played a major role in the company’s growth, evolution, and success, and publicly expresses gratitude for his service on the Board.

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