American Well CFO sells $127K in stock for taxes

American Well’s CFO executed an automatic sell-to-cover trade to pay taxes on vested RSUs while retaining a substantial direct shareholding.

Rhea-AI Filing Summary

American Well Corp (AMWL) reported that its Chief Financial Officer Mark Hirschhorn sold 10,751 shares of Class A common stock on September 1, 2026 at $11.80 per share. According to the disclosure, this automatic sell to cover transaction was executed solely to pay taxes on vested restricted stock units, and he continued to hold 228,188 shares directly afterward.

Insider Trade Summary

Net Seller: 10,751 shares

Net Sell 1 txn

Insider HIRSCHHORN MARK

Role Chief Financial Officer

Sold 10,751 shs ($127K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock F1	10,751	$11.80	$127K

Holdings After Transaction: Class A Common Stock — 228,188 shares (Direct)

Footnotes (1)

1. F1. The sales reported in this Form 4 were made in order to pay the tax liability arising from the vesting and settlement of restricted stock units on September 1, 2026. The sales were effected through and automatic "sell to cover" transaction that did not represent a discretionary trade by the reporting person.

Key Figures

Shares sold: 10,751 shares Sale price per share: $11.80 per share Total sale value: $126,861.80 +1 more

4 metrics

Shares sold 10,751 shares Class A common stock sold on September 1, 2026

Sale price per share $11.80 per share Price for the September 1, 2026 sale

Total sale value $126,861.80 10,751 shares sold at $11.80 per share

Shares held after transaction 228,188 shares Direct Class A common stock holdings after the sale

Key Terms

restricted stock units, sell to cover, tax liability

3 terms

restricted stock units financial

"tax liability arising from the vesting and settlement of restricted stock units on September 1, 2026"

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.

sell to cover financial

"sales were effected through and automatic "sell to cover" transaction"

Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.

tax liability financial

"made in order to pay the tax liability arising from the vesting"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did AMWL’s CFO report on September 1, 2026?

American Well’s CFO Mark Hirschhorn reported selling 10,751 shares of Class A common stock on September 1, 2026 at $11.80 per share. The sale was described as an automatic sell-to-cover to satisfy taxes from restricted stock units that vested the same day.

Why did the AMWL CFO sell 10,751 shares in this Form 4 filing?

The filing states the shares were sold to pay the tax liability arising from the vesting and settlement of restricted stock units on September 1, 2026. It characterizes the sale as an automatic sell to cover transaction rather than a discretionary trade by the reporting person.

How many AMWL shares does the CFO hold after the reported sale?

After the September 1, 2026 sale, Chief Financial Officer Mark Hirschhorn is reported to hold 228,188 shares of American Well Corp Class A common stock directly. This figure reflects his position immediately following the sell-to-cover transaction disclosed in the Form 4.

What was the total value of the AMWL shares sold by the CFO?

The CFO sold 10,751 shares at $11.80 per share, for a total value of approximately $126,861.80. The filing links this sale to covering the tax liability generated by the vesting and settlement of restricted stock units on September 1, 2026.

Was the AMWL CFO’s sale under a Rule 10b5-1 trading plan?

The filing does not indicate the use of a Rule 10b5-1 trading plan. Instead, the footnote explains that the sale was an automatic sell to cover to pay tax liability from restricted stock units vesting and did not represent a discretionary trade by the reporting person.

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

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Available on EDGAR 09/03/2026 - 05:37 PM EDT Accepted by SEC EDGAR 09/03/2026 - 05:11 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

HIRSCHHORN MARK

(Last) (First) (Middle)

C/O AMERICAN WELL CORPORATION

75 STATE ST, STE. 100

(Street)

BOSTON MASSACHUSETTS 02109

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
American Well Corp [ AMWL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	09/01/2026		S(1)		10,751	D	$11.8	228,188	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The sales reported in this Form 4 were made in order to pay the tax liability arising from the vesting and settlement of restricted stock units on September 1, 2026. The sales were effected through and automatic "sell to cover" transaction that did not represent a discretionary trade by the reporting person.

	/s/ Anna Nesterova as attorney-in-fact for Mark Hirschhorn	09/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)