Form 3: EHTH CEO discloses 300,000 unvested RSUs vesting over 3 years

Rhea-AI Filing Summary

eHealth, Inc. (EHTH) director and Chief Executive Officer Derrick A. Duke reported beneficial ownership of 300,000 shares of common stock, held directly. The reported amount includes 300,000 unvested restricted stock units (RSUs) that vest in three equal annual installments through the three-year anniversary of the award's vesting commencement date of August 4, 2025, contingent on continued service. The filing records the Form 3 initial ownership disclosure.

Positive

• Disclosure of beneficial ownership: Reporting of 300,000 shares provides transparency about insider holdings.
• Detailed vesting schedule provided: RSUs vest in three equal annual installments from the August 4, 2025 commencement date.

Negative

• RSUs unvested: All 300,000 shares are held as unvested RSUs and are contingent on continued service.
• No derivatives or transactions reported: Filing contains no information on option exercises, sales, or other transactions that might affect near‑term share liquidity.

Insights

Corporate Governance Expert

TL;DR: Initial ownership disclosure shows CEO holds 300,000 shares including time‑based RSUs vesting over three years.

The Form 3 is a routine Section 16 initial ownership filing documenting that Derrick A. Duke, as both Director and CEO, beneficially owns 300,000 shares. The entire reported position comprises RSUs that remain unvested and vest in three equal annual installments from an August 4, 2025 commencement date, conditioned on continued service. This disclosure satisfies insider reporting requirements and establishes a baseline for future Section 16 activity.

Securities Analyst

TL;DR: Materiality is limited; this is an ownership disclosure without immediate balance‑sheet or earnings impact.

The filing reports direct beneficial ownership of common stock via RSUs totaling 300,000 shares. Because the RSUs are unvested and service‑conditioned, there is no immediate transfer of vested shares reported. The statement does not disclose derivative instruments, option exercise prices, or sales/purchases, and contains no financial results or transactions that would alter valuation metrics today.

09/19/2025 - 04:22 PM

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

DUKE DERRICK A

(Last) (First) (Middle)

C/O EHEALTH, INC.

13620 RANCH ROAD 620 N, SUITE A250

(Street)

AUSTIN TX 78717

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/18/2025

3. Issuer Name and Ticker or Trading Symbol
eHealth, Inc. [ EHTH ]

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	300,000(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Includes 300,000 shares underlying restricted stock units ("RSUs") that remain unvested, with such RSUs vesting in three equal annual installments through the three-year anniversary of the award's vesting commencement date of August 4, 2025, subject to the individual continuing to provide services to the issuer through the applicable vesting date. Each RSU represents a contingent right to receive one share of the issuer's common stock upon vesting.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Sonwha Lee as attorney-in-fact for Derrick A. Duke	09/19/2025
	** 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 5 (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.

FAQ

What did Derrick A. Duke report on Form 3 for EHTH?

He reported beneficial ownership of 300,000 shares of common stock, which include 300,000 unvested RSUs.

How do the RSUs reported by Derrick A. Duke vest?

The RSUs vest in three equal annual installments through the three‑year anniversary of the vesting commencement date of August 4, 2025, subject to continued service.

Does the Form 3 report any derivative securities for EHTH insider Derrick A. Duke?

No. Table II for derivative securities lists no entries in this filing.

What roles does the reporting person hold at eHealth, Inc. (EHTH)?

The filing indicates Derrick A. Duke is a Director and the company's Chief Executive Officer.

Is the ownership reported direct or indirect?

The filing indicates the ownership form is Direct (D) for the 300,000 shares.