EHTH director awarded 38,592 RSUs; 3-year vesting with change-in-control

eHealth, Inc. (EHTH) reported an insider grant to director Todd Arden: an initial award of 38,592 restricted stock units (RSUs) was granted on 09/17/2025.

Rhea-AI Filing Summary

eHealth, Inc. (EHTH) reported an insider grant to director Todd Arden: an initial award of 38,592 restricted stock units (RSUs) was granted on 09/17/2025. Each RSU represents a contingent right to one share of common stock upon vesting. The RSUs vest in three equal annual installments beginning on the vesting commencement date of 09/17/2025, subject to the director's continued service through each vesting date. The award includes a 100% vesting acceleration if the company is subject to a change in control prior to the termination of the individual's service. The reported ownership after the transaction is 38,592 shares beneficially owned directly by the reporting person.

Insights

Financial Analyst

TL;DR: Routine director RSU grant aligning executive incentives with shareholder value through multi-year vesting and change-in-control protection.

The grant of 38,592 RSUs to a company director on 09/17/2025 is a standard long-term compensation instrument designed to align the director's interests with shareholders. Vesting in three equal annual installments links retention to multi-year performance while the change-in-control accelerated vesting protects the director if a transaction occurs. This disclosure is a routine insider compensation filing and does not by itself indicate material operational or financial developments for EHTH.

Corporate Governance Expert

TL;DR: Governance terms are typical: time-based vesting plus change-in-control acceleration, supporting retention but also providing protection on a sale.

The RSU award's three-year pro rata vesting is common practice to retain board members and align long-term decision-making. The explicit 100% vesting upon a change in control is a protective provision frequently used to avoid forfeiture of equity in a sale scenario. The filing properly reports the grant and beneficial ownership; it is a routine governance disclosure without additional qualifiers or unusual terms disclosed.

Insider Trade Summary

Grant/Award: 38,592 shares

Grant/Award 1 txn

Insider Arden Todd

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	38,592	$0.00	$0.00

Holdings After Transaction: Common Stock — 38,592 shares (Direct)

Footnotes (1)

1. F1. This represents an initial award of restricted stock units. Each unit represents a contingent right to receive one share of the Company's common stock upon vesting. The restricted stock units vest in three equal annual installments from the vesting commencement date of September 17, 2025, subject to the individual's continued service through the applicable vesting date. In addition, the restricted stock units become 100% vested if the Company is subject to a change in control before the individual's service terminates.

FAQ

What did Todd Arden receive in the Form 4 filing for EHTH?

Todd Arden received 38,592 restricted stock units (RSUs) reported on 09/17/2025.

When do the RSUs granted to Todd Arden vest?

The RSUs vest in three equal annual installments beginning from the vesting commencement date of 09/17/2025, subject to continued service.

Is there any accelerated vesting condition for the RSUs in the filing?

Yes. The RSUs become 100% vested if the company is subject to a change in control before the individual's service terminates.

How many shares does Todd Arden beneficially own after the reported transaction?

38,592 shares are reported as beneficially owned following the transaction.

What is the transaction date reported on the Form 4 for EHTH?

The transaction date is 09/17/2025 and the form is signed on 09/19/2025 by an attorney-in-fact.

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

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Accepted by SEC EDGAR 09/19/2025 - 04:42 PM 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^*

Arden Todd

(Last) (First) (Middle)

C/O EHEALTH, INC.

13620 RANCH ROAD 620 N, SUITE A250

(Street)

AUSTIN TX 78717

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/17/2025

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
Common Stock	09/17/2025		A		38,592(1)	A	$0	38,592	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. This represents an initial award of restricted stock units. Each unit represents a contingent right to receive one share of the Company's common stock upon vesting. The restricted stock units vest in three equal annual installments from the vesting commencement date of September 17, 2025, subject to the individual's continued service through the applicable vesting date. In addition, the restricted stock units become 100% vested if the Company is subject to a change in control before the individual's service terminates.

Remarks:

	/s/ Sonwha Lee, as attorney-in-fact for Todd Arden	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 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.