Teladoc (NYSE: TDOC) CEO exercises stock units, sells shares for taxes

Rhea-AI Filing Summary

Teladoc Health, Inc. CEO Charles DiVita III reported a mix of equity compensation activity and related share sales. On June 10, 2026, he exercised restricted stock units and performance stock units that convert one-for-one into common shares, receiving 39,160 and 3,642 shares of common stock, respectively.

On June 11, 2026, he sold 18,074 shares of common stock at $6.942 per share. A footnote states these shares were sold to cover the tax withholding obligation from the vesting of his performance and restricted stock unit awards, rather than as a discretionary open-market sale for liquidity.

After these transactions, DiVita directly holds 414,622 shares of Teladoc common stock. Footnotes also note he earned 23,591 performance stock units on June 10, 2026, scheduled to vest partially on March 10, 2026 with the remainder in five quarterly installments, and that a prior grant of 469,924 restricted stock units from June 10, 2024 continues to vest over time.

Insights

Equity compensation analyst

CEO exercised stock units and sold shares mainly to cover taxes.

Teladoc Health CEO Charles DiVita III exercised restricted and performance stock units into 42,802 common shares on June 10, 2026. These are compensation-related conversions, not open-market purchases, and increase his direct common stock exposure before any sales.

The following day he sold 18,074 shares at $6.942 per share. A footnote specifies the sale covered tax withholding obligations tied to vesting, which is a mechanical step rather than a discretionary reduction in exposure. Afterward, he still directly holds 414,622 shares.

Footnotes also describe 23,591 newly earned performance stock units and a prior grant of 469,924 restricted stock units with multi-year vesting schedules. Overall, this filing reflects routine equity compensation vesting, exercises, and related tax settlement, rather than a strategic change in the CEO’s ownership position.

Insider Trade Summary

Net Seller: 18,074 shares ($125,470)

Net Sell 5 txns

Insider DIVITA CHARLES III

Role CHIEF EXECUTIVE OFFICER

Sold 18,074 shs ($125K)

Type	Security	Shares	Price	Value
Sale	Common Stock	18,074	$6.942	$125K
Exercise	Performance Stock Units	3,642	$0.00	--
Exercise	Restricted Stock Units	39,160	$0.00	--
Exercise	Common Stock	3,642	$0.00	--
Exercise	Common Stock	39,160	$0.00	--

Holdings After Transaction: Common Stock — 414,622 shares (Direct, null); Performance Stock Units — 14,568 shares (Direct, null); Restricted Stock Units — 156,643 shares (Direct, null)

Footnotes (1)

1. Performance stock units convert to shares of TDOC common stock on a one-for-one basis. Restricted stock units convert to shares of TDOC common stock on a one-for-one basis. Shares sold to cover the tax withholding obligation in respect of vesting of the reporting person's performance stock unit and restricted stock unit awards. On June 10, 2026, the reporting person earned 23,591 performance stock units, vesting as to seven-twelfths on March 10, 2026, with the remainder vesting in five substantially equal quarterly installments over the subsequent 15 months. On June 10, 2024, the reporting person was granted 469,924 restricted stock units, vesting one-third on the first anniversary of the grant date, with the remainder vesting in eight substantially equal quarterly installments thereafter.

Key Figures

Shares sold: 18,074 shares Sale price: $6.942 per share Common shares after transactions: 414,622 shares +5 more

8 metrics

Shares sold 18,074 shares Common Stock sold at $6.942 on June 11, 2026

Sale price $6.942 per share Open-market sale used to cover tax withholding

Common shares after transactions 414,622 shares Direct Teladoc common stock holdings post-transaction

RSUs exercised 39,160 units Restricted Stock Units converting one-for-one into common stock

PSUs exercised 3,642 units Performance Stock Units converting one-for-one into common stock

Earned performance stock units 23,591 units Earned June 10, 2026 with staged vesting starting March 10, 2026

Prior RSU grant 469,924 units Granted June 10, 2024 with multi-year vesting schedule

Net buy/sell shares -18,074 shares Transaction summary net buy-sell direction reported as net-sell

Key Terms

Performance stock units, Restricted stock units, tax withholding obligation, derivative security, +1 more

5 terms

Performance stock units financial

"Performance stock units convert to shares of TDOC common stock on a one-for-one basis."

Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.

Restricted stock units financial

"Restricted stock units convert to shares of TDOC common stock on a one-for-one basis."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligation financial

"Shares sold to cover the tax withholding obligation in respect of vesting of the reporting person's performance stock unit and restricted stock unit awards."

derivative security financial

"transaction_code_description": "Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

open-market sale financial

"transaction_action": "open-market sale"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/12/2026 - 04:06 PM Accepted by SEC EDGAR 06/12/2026 - 04:05 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^*

DIVITA CHARLES III

(Last) (First) (Middle)

C/O TELADOC HEALTH, INC.,

155 E 44TH ST, SUITE 1700

(Street)

NEW YORK NEW YORK 10017

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Teladoc Health, Inc. [ TDOC ]

5. 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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/10/2026		M		3,642	A	(1)	393,536	D
Common Stock	06/10/2026		M		39,160	A	(2)	432,696	D
Common Stock	06/11/2026		S		18,074(3)	D	$6.942	414,622	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
Performance Stock Units	(1)	06/10/2026		M			3,642	(4)	(4)	Common Stock	3,642	$0	14,568	D
Restricted Stock Units	(2)	06/10/2026		M			39,160	(5)	(5)	Common Stock	39,160	$0	156,643	D

Explanation of Responses:

1. Performance stock units convert to shares of TDOC common stock on a one-for-one basis.

2. Restricted stock units convert to shares of TDOC common stock on a one-for-one basis.

3. Shares sold to cover the tax withholding obligation in respect of vesting of the reporting person's performance stock unit and restricted stock unit awards.

4. On June 10, 2026, the reporting person earned 23,591 performance stock units, vesting as to seven-twelfths on March 10, 2026, with the remainder vesting in five substantially equal quarterly installments over the subsequent 15 months.

5. On June 10, 2024, the reporting person was granted 469,924 restricted stock units, vesting one-third on the first anniversary of the grant date, with the remainder vesting in eight substantially equal quarterly installments thereafter.

Remarks:

	/s/ Adam C. Vandervoort, Attorney-in-Fact	06/12/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Teladoc Health (TDOC) report for CEO Charles DiVita III?

Teladoc Health reported that CEO Charles DiVita III exercised restricted and performance stock units into 42,802 common shares and sold 18,074 shares at $6.942 each. The sale was disclosed as covering tax withholding tied to recent equity award vesting.

How many Teladoc Health (TDOC) shares does the CEO hold after the latest Form 4?

After the reported transactions, CEO Charles DiVita III directly holds 414,622 Teladoc Health common shares. This reflects exercises of restricted and performance stock units and a sale of 18,074 shares used to satisfy tax withholding obligations from those vesting events.

Was the Teladoc Health (TDOC) CEO’s June 2026 share sale a discretionary sale?

The filing describes the CEO’s June 11, 2026 sale of 18,074 Teladoc shares at $6.942 as covering tax withholding obligations. Footnotes state the shares were sold to satisfy taxes related to vesting of performance and restricted stock unit awards, indicating a compensation-driven transaction.

What equity awards did the Teladoc Health (TDOC) CEO earn or hold according to the Form 4?

The Form 4 notes Charles DiVita III earned 23,591 performance stock units on June 10, 2026, vesting partially on March 10, 2026 and then quarterly. It also references a June 10, 2024 grant of 469,924 restricted stock units vesting over several years in scheduled installments.

How do Teladoc Health (TDOC) performance and restricted stock units convert into common stock?

Footnotes state that both performance stock units and restricted stock units convert into Teladoc Health common stock on a one-for-one basis. When these units vest and are settled, each unit delivers one TDOC common share to the reporting person, subject to any applicable tax withholding.

What is the net share effect of the Teladoc Health (TDOC) CEO’s June 2026 transactions?

The CEO exercised 42,802 stock units into common shares and sold 18,074 shares for tax withholding, resulting in a net increase in directly held shares. The transaction summary reflects 42,802 exercise shares and 18,074 shares sold, with 414,622 common shares held afterward.