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Talkspace (TALK) director Braunstein awarded 3,363 RSUs, reports large indirect stake

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Braunstein Douglas L reported acquisition or exercise transactions in this Form 4 filing.

Talkspace, Inc. director and ten percent owner Douglas L. Braunstein reported a compensation-related equity award on a Form 4. He received 3,363 restricted stock units (RSUs), each representing one share of Talkspace common stock, with the RSUs vesting in full on June 1, 2026.

Following this grant, Braunstein is shown as directly holding 2,087,264 shares of common stock. The filing also lists additional indirect holdings, including 11,340,600 shares attributed to investment funds advised by Hudson Executive Capital LP and 1,000,756 shares held indirectly, with Braunstein disclaiming beneficial ownership of these securities except to the extent of any pecuniary interest.

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Insider Braunstein Douglas L
Role null
Type Security Shares Price Value
Grant/Award Common Stock 3,363 $0.00 --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 2,087,264 shares (Direct, null); Common Stock — 1,000,756 shares (Indirect, See Footnotes)
Footnotes (1)
  1. Consists of restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Talkspace, Inc. common stock. The RSUs vest in full on the grant date, June 1, 2026. These securities are jointly held by Mr. Braunstein and Samara Braunstein. Hudson Executive Capital LP ("Hudson Executive"), as the investment adviser to certain affiliated investment funds, may be deemed to be the beneficial owner of the securities reported on this Form 4 (the "Subject Securities") for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934 (the "Exchange Act"). HEC Management GP LLC ("Management GP"), as the general partner of Hudson Executive, may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Exchange Act. By virtue of Mr. Braunstein's position as Managing Partner of Hudson Executive and Managing Member of Management GP, Mr. Braunstein may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Exchange Act. Mr. Braunstein disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein.
RSUs granted 3,363 RSUs Award of restricted stock units to Douglas L. Braunstein
RSU vesting date June 1, 2026 RSUs vest in full on the grant date
Post-grant direct holdings 2,087,264 shares Direct Talkspace common stock held after RSU award
Indirect Hudson Executive holdings 11,340,600 shares Indirect holdings via funds advised by Hudson Executive Capital LP
Additional indirect holdings 1,000,756 shares Other indirect Talkspace common stock holdings reported
Non-derivative acquisition entries 1 transaction One grant/award acquisition (code A) reported
restricted stock units ("RSUs") financial
"Consists of restricted stock units ("RSUs"). Each RSU represents a contingent right..."
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
beneficial owner regulatory
"may be deemed to be the beneficial owner of the securities reported on this Form 4..."
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
Rule 16a-1(a) regulatory
"for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934..."
pecuniary interest financial
"disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein."
restricted stock units vest in full financial
"The RSUs vest in full on the grant date, June 1, 2026."
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SEC Form 4
FORM 4UNITED 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*
Braunstein Douglas L

(Last)(First)(Middle)
C/O TALKSPACE, INC.
2578 BROADWAY #607

(Street)
NEW YORK NEW YORK 10025

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Talkspace, Inc. [ TALK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/01/2026A3,363(1)A$0.002,087,264D
Common Stock1,273,690(2)D
Common Stock1,000,756ISee Footnotes(2)
Common Stock11,340,600ISee Footnotes(3)(4)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Consists of restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Talkspace, Inc. common stock. The RSUs vest in full on the grant date, June 1, 2026.
2. These securities are jointly held by Mr. Braunstein and Samara Braunstein.
3. Hudson Executive Capital LP ("Hudson Executive"), as the investment adviser to certain affiliated investment funds, may be deemed to be the beneficial owner of the securities reported on this Form 4 (the "Subject Securities") for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934 (the "Exchange Act"). HEC Management GP LLC ("Management GP"), as the general partner of Hudson Executive, may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Exchange Act. By virtue of Mr. Braunstein's position as Managing Partner of Hudson Executive and Managing Member of Management GP, Mr. Braunstein may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Exchange Act.
4. Mr. Braunstein disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein.
/s/ John C. Reilly, Attorney-in-fact for Douglas L. Braunstein06/03/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Douglas Braunstein report at Talkspace (TALK)?

Douglas L. Braunstein reported an award of 3,363 restricted stock units (RSUs) of Talkspace common stock. These RSUs are a form of equity compensation and represent a contingent right to receive one share of common stock for each RSU granted.

When do the reported Talkspace (TALK) RSUs to Douglas Braunstein vest?

The 3,363 RSUs reported for Douglas Braunstein vest in full on June 1, 2026. Vesting in full on the grant date means all units become deliverable as shares on that specified date, subject to any applicable conditions described in the award.

How many Talkspace (TALK) shares does Douglas Braunstein directly hold after this Form 4?

After the reported RSU grant, Douglas Braunstein is shown as directly holding 2,087,264 shares of Talkspace common stock. This figure reflects his direct ownership position reported in the Form 4 as of the transaction date associated with the RSU award.

Does Douglas Braunstein disclaim beneficial ownership of some Talkspace (TALK) shares?

Yes. The filing states that Douglas Braunstein disclaims beneficial ownership of the "Subject Securities" reported, except to the extent of any pecuniary interest. This disclaimer applies to securities associated with investment funds advised by Hudson Executive Capital LP.

Are any Talkspace (TALK) shares jointly held by Douglas Braunstein and another person?

The Form 4 notes that certain Talkspace securities are jointly held by Douglas Braunstein and Samara Braunstein. This indicates some of the reported holdings are shared between them, as specified in the footnote describing their joint ownership.