American Well (AMWL) Chairman Receives 50,000 RSUs; Vesting Over 3 Years

Rhea-AI Filing Summary

Ido Schoenberg, Chairman and co-CEO of American Well Corp (AMWL), received a grant of 50,000 restricted stock units (RSUs) on 08/13/2025. The RSUs vest in equal installments over three years, with vesting on each of the first, second and third anniversaries of the grant date. After the reported transaction, the filing shows 114,250 shares of Class A common stock beneficially owned directly and an additional 136,891 shares of Class A common stock beneficially owned indirectly through his wife.

Positive

• 50,000 RSUs granted to the company's Chairman and co-CEO, aligning compensation with future service through time‑based vesting
• Clear vesting schedule: equal installments on each of the first, second and third anniversaries of the grant date
• Significant insider ownership reported: 114,250 Class A shares directly and 136,891 indirectly via spouse

Negative

• None.

Insights

Corporate Governance Specialist

TL;DR: Executive awarded time‑based RSUs aligning pay with future performance and retention.

The Form 4 documents a non-cash equity grant of 50,000 RSUs to Ido Schoenberg dated 08/13/2025 that vest equally over three years. As reported, Schoenberg holds 114,250 Class A shares directly and 136,891 indirectly via his spouse, indicating continued insider ownership. The disclosure is routine for executive compensation and complies with Section 16 reporting requirements.

Securities Analyst

TL;DR: Routine insider award and standard Section 16 filing; no exercised options or cash sale shown.

The filing shows an acquisition code A(1) reflecting a grant (RSUs) at a reported price of $0 and specifies vesting schedule in the explanation. There are no derivative transactions or dispositions reported on this Form 4. The attorney-in-fact signed on behalf of the reporting person, and the filing notes a prior 1-for-20 reverse stock split adjustment to reported amounts.

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

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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^*

Schoenberg Ido

(Last) (First) (Middle)

C/O AMERICAN WELL CORPORATION

75 STATE STREET, 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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman, co-CEO

3. Date of Earliest Transaction (Month/Day/Year)
08/13/2025

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	08/13/2025		A(1)		50,000	A	$0	114,250(2)	D
Class A Common								136,891	I	By Wife

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. Represents a grant of restricted stock units, which vest over a three-year period from the grant date, with equal installments vesting on each of the first, second and third anniversaries of the grant date.

2. On July 10, 2024, the issuer effected a 1-for-20 reverse split of the issuer's common stock, resulting in proportionate adjustments to the number of shares of Class A common stock beneficially owned by the reporting person, including shares underlying outstanding restricted stock units ("RSUs"). Accordingly, the securities reported on this Form 4 have been adjusted to reflect the 1-for-20 reverse stock split.

	/s/ Anna Nesterova as attorney-in-fact for Ido Schoenberg	08/14/2025
	** 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).
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FAQ

What transaction did Ido Schoenberg report on Form 4 for AMWL?

The Form 4 reports a grant of 50,000 restricted stock units (RSUs) to Ido Schoenberg on 08/13/2025.

How do the RSUs awarded to Ido Schoenberg vest?

The RSUs vest over three years with equal installments vesting on each of the first, second and third anniversaries of the grant date.

How many Class A shares does Ido Schoenberg beneficially own after the transaction?

The filing shows 114,250 Class A shares beneficially owned directly following the reported transaction and 136,891 beneficially owned indirectly by his wife.

Was there any cash consideration for the RSU grant?

The transaction is reported with a price of $0, consistent with a grant of restricted stock units rather than a cash purchase.

Did the filing note any corporate action affecting share counts?

Yes. The filing explains a 1-for-20 reverse stock split effected on July 10, 2024, and states reported amounts were adjusted accordingly.