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Qumra Capital and its affiliates have amended their Schedule 13D on Talkspace, Inc. to reflect a new voting agreement tied to Talkspace’s planned merger with Universal Health Services. Qumra Capital II, L.P. beneficially owns 8,573,437 shares of Talkspace common stock, representing 5.2% of the class, based on 165,656,124 shares outstanding as of November 4, 2025. Managing partner Erez Shachar is deemed to beneficially own 8,947,195 shares, or 5.4% of the class, including shares held through Qumra entities.
Under a Voting Agreement dated March 9, 2026, certain Qumra reporting persons agreed to vote all of their Talkspace shares in favor of adopting the Merger Agreement with Universal Health Services and against alternative takeover proposals or actions that would reasonably be expected to interfere with or delay the merger. The voting commitments end upon specified events, including termination of the Merger Agreement, completion of the merger, or certain adverse amendments to the merger terms affecting consideration to these holders.
The Vanguard Group filed an amendment to its Schedule 13G for Talkspace Inc, reporting beneficial ownership of 0 shares of common stock, representing 0% of the class. The filing explains an internal realignment effective January 12, 2026 that led subsidiaries to report separately. The amendment is signed by Ashley Grim on March 27, 2026 and lists Talkspace's principal executive office at 2578 Broadway, Suite 607, New York, NY.
Talkspace, Inc. Chief Marketing Officer Katelyn Watson reported routine tax-related share withholdings tied to vesting equity awards. On the transactions date, a total of 5,550 shares of Talkspace common stock were withheld by the company to cover applicable tax obligations arising from previously granted restricted stock units.
These Form 4 entries are coded as tax-withholding dispositions, not open-market purchases or sales, and reflect no discretionary trading activity. After these withholdings, Watson directly holds 358,620 shares of Talkspace common stock.
Talkspace, Inc. is a virtual behavioral healthcare company that reported revenue of $228.9 million for the year ended December 31, 2025, up from $187.6 million in 2024. Clinicians completed 1,617,000 Payor-covered sessions in 2025 versus 1,229,200 in 2024, while Consumer active members declined to about 5,000 from 7,200.
On March 9, 2026, Talkspace agreed to be acquired by Universal Health Services, Inc.. Each outstanding share will be converted into the right to receive $5.25 in cash at closing, after which Talkspace will become a wholly owned UHS subsidiary and be delisted from Nasdaq. The merger is expected to close in the third quarter of 2026, subject to Hart-Scott-Rodino and certain state healthcare clearances, stockholder approval, and other customary conditions. The company highlights extensive regulatory, competitive, technology, data privacy, and merger-completion risks, including potential disruptions from the pending transaction.
Talkspace, Inc. Schedule 13G/A reports that MAK Capital Fund LP, MAK Capital One L.L.C. and Michael A. Kaufman collectively beneficially own 6,929,273 shares of Common Stock, representing 4.2% of the class as of 03/12/2026. The filing cites 165,656,124 shares outstanding as of November 4, 2025 from the issuer's Form 10-Q.
The filing shows shared voting and dispositive power over the 6,929,273 shares and confirms this is an amendment (Amendment No. 1) to a previously filed Schedule 13G. The signatures are provided by Michael A. Kaufman as managing member.
Talkspace, Inc. agreed to be acquired by Universal Health Services, Inc. through a cash merger in which each share of Talkspace common stock will be converted into the right to receive $5.25 in cash, without interest. Talkspace will become an indirect wholly owned subsidiary of Universal Health and its securities will be delisted from the Nasdaq Global Select Market after the merger closes.
The agreement includes customary conditions such as majority stockholder approval, antitrust and state healthcare clearances, absence of legal restraints and no Material Adverse Effect on Talkspace. A termination fee of $32,394,000 may be payable to Universal Health in specified circumstances. Key stockholders, including Douglas L. Braunstein with about 9% and Erez Shachar with about 5% of Talkspace common stock, entered voting agreements to support the merger and vote against competing takeover proposals, subject to defined fiduciary and Superior Proposal provisions.
Talkspace, Inc. announced that it has entered into a definitive Agreement and Plan of Merger under which Universal Health Services, Inc. (UHS) will acquire Talkspace for $5.25 per share, implying an enterprise value of approximately $835 million. Talkspace will merge with a UHS subsidiary and become an indirect wholly owned subsidiary of UHS if the transaction closes.
The deal was unanimously approved by both companies’ boards and is expected to close in the third quarter of 2026, subject to Talkspace stockholder approval, regulatory approvals and other customary conditions. UHS plans to finance the acquisition using borrowings under its existing revolving credit facility.
Talkspace, Inc. director Madhu Pawar reported an equity grant on a Form 4. Pawar acquired 2,147 shares of common stock in the form of restricted stock units (RSUs) awarded at a stated price of $0.00 per share. Each RSU represents one Talkspace share and vests in full on the grant date, March 1, 2026. Following this grant, Pawar directly holds 388,014 shares of Talkspace common stock.
Talkspace, Inc. director Shachar Erez reported an equity award in the form of restricted stock units. He acquired 2,684 RSUs of Talkspace common stock at $0.00 per share on March 1, 2026, classified as a grant or award acquisition. Following this grant, his directly held Talkspace common stock totaled 424,644 shares.
The filing also reports 8,573,437 shares of Talkspace common stock held indirectly by Qumra Capital II, L.P. A footnote explains that Qumra Capital GP II, L.P. is the general partner of Qumra Capital II, L.P., and Qumra Capital Israel I Ltd. is the general partner of Qumra Capital GP II, L.P. Mr. Erez is a managing partner of Qumra Capital Israel I and disclaims beneficial ownership of the shares held by Qumra Capital II, L.P. except to the extent of his pecuniary interest.
Talkspace, Inc. reports beneficial ownership of 8,601,689 shares of its common stock, representing 5.2% of the class. The filing states the share count is beneficially owned as of 3/2/2026 and uses a total share base of 165,656,124 shares outstanding as of 11/4/2025 for the percentage calculation.
The Schedule 13G shows shared voting and dispositive power over all 8,601,689 shares by MAK Capital entities and Michael A. Kaufman, with no sole voting or dispositive power reported.