American Well Corp (AMWL) CFO in tax-driven share sale filing

Rhea-AI Filing Summary

American Well Corp Chief Financial Officer Mark Hirschhorn reported an open-market sale of 10,796 shares of Class A common stock at $5.24 per share. According to the filing, the sale was an automatic “sell to cover” transaction to pay taxes on restricted stock units that vested on March 1, 2026, and not a discretionary trade. After this tax-related sale, he directly holds 203,586 shares.

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

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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, 26TH FLOOR

(Street)

BOSTON MA 02109

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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

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

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

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	03/02/2026		S(1)		10,796	D	$5.24	203,586	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 March 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	03/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did AMWL CFO Mark Hirschhorn report?

AMWL Chief Financial Officer Mark Hirschhorn reported selling 10,796 shares of Class A common stock. The shares were sold at $5.24 each in an automatic sell-to-cover transaction to satisfy tax liabilities from recently vested restricted stock units.

Was the AMWL CFO’s recent share sale a discretionary trade?

No, the AMWL CFO’s sale was not discretionary. The filing states it was an automatic “sell to cover” transaction executed solely to pay taxes arising from the vesting and settlement of restricted stock units on March 1, 2026.

How many AMWL shares did the CFO sell and at what price?

The AMWL CFO sold 10,796 shares of Class A common stock at a price of $5.24 per share. This sale was specifically to cover tax liabilities tied to vested restricted stock units, according to the Form 4 footnote.

How many AMWL shares does the CFO hold after this Form 4 transaction?

After the reported transaction, the AMWL CFO directly holds 203,586 shares of Class A common stock. This post-transaction ownership figure is disclosed in the Form 4 and reflects his holdings following the tax-related sell-to-cover sale.

What triggered the AMWL CFO’s tax-related sell-to-cover transaction?

The sell-to-cover transaction was triggered by the vesting and settlement of restricted stock units on March 1, 2026. To pay the resulting tax liability, an automatic sale of 10,796 AMWL Class A common shares was executed, as described in the Form 4 footnote.