American Well (AMWL) Form 4: 25,000 RSUs Granted to Executive Vice Chairman

Rhea-AI Filing Summary

Roy Schoenberg, Executive Vice Chairman and Director of American Well Corporation (AMWL), was granted 25,000 restricted stock units (RSUs) on 08/13/2025. The RSUs vest in equal installments over three years from the grant date, with portions vesting on each of the first, second and third anniversaries. After giving effect to the reported grant and prior holdings (and adjusted for a 1-for-20 reverse stock split that took effect July 10, 2024), the reporting person beneficially owned 133,302 shares of Class A common stock. The Form 4 was signed by an attorney-in-fact on behalf of Mr. Schoenberg on 08/14/2025.

Positive

• 25,000 RSUs granted with explicit vesting schedule (three-year, equal annual installments)
• Post-transaction beneficial ownership disclosed: 133,302 Class A common shares (adjusted for 1-for-20 reverse split)
• Form 4 filing completed promptly (transaction dated 08/13/2025; filing signed 08/14/2025)

Negative

• None.

Insights

Financial Analyst

TL;DR: A routine RSU grant to a senior executive, vesting over three years; no earnings or debt changes disclosed.

The Form 4 documents a non-derivative grant of 25,000 RSUs to Roy Schoenberg dated 08/13/2025, with equal annual vesting over three years. The filing shows the reporting person holds 133,302 Class A shares after the transaction; the record notes a prior 1-for-20 reverse split on July 10, 2024 that adjusted reported amounts. This disclosure is standard for Section 16 reporting and provides transparency on executive compensation timing and current beneficial ownership.

Corporate Governance Expert

TL;DR: RSU grant follows common governance practice of multi-year vesting; disclosure is timely and complete per Form 4 content.

The Form 4 shows the grant structure (time-based RSUs vesting in equal installments over three years) and provides the post-transaction beneficial ownership figure. The filing is signed by an attorney-in-fact and includes the required explanatory note about the issuer's July 2024 reverse split. The document contains the material items one would expect for an insider equity grant disclosure.

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^*

Schoenberg Roy

(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)
	Executive Vice Chairman

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)		25,000	A	$0.00	133,302(2)	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. 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 Roy 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What did Roy Schoenberg report on the AMWL Form 4?

The Form 4 reports a grant of 25,000 restricted stock units (RSUs) to Roy Schoenberg dated 08/13/2025, and beneficial ownership of 133,302 Class A shares following the transaction.

How do the RSUs granted to Roy Schoenberg vest?

The RSUs vest over a three-year period from the grant date, with equal installments vesting on each of the first, second and third anniversaries.

Was the reported share count adjusted for any stock split?

Yes. The Form 4 notes a 1-for-20 reverse stock split effective July 10, 2024, and the reported securities were adjusted accordingly.

When was the Form 4 signed and by whom?

The filing was signed on 08/14/2025 by Anna Nesterova as attorney-in-fact for Roy Schoenberg.

What is the reporting person's role at American Well (AMWL)?

The reporting person is listed as a Director and Executive Vice Chairman of American Well Corporation.