Teladoc (NYSE: TDOC) executive sale covers taxes and adds 173,010 RSUs

Rhea-AI Filing Summary

Teladoc Health executive Carlos Nueno reported multiple equity transactions involving Teladoc Health, Inc. common stock and equity awards. On March 2, 2026, he sold 20,165 shares of common stock in an open‑market transaction at $5.117 per share, with a footnote stating the sale was to cover tax withholding obligations from vesting awards.

On March 1, 2026, he received a grant of 173,010 restricted stock units with each unit representing a contingent right to one Teladoc share. On February 27, 2026, several blocks of restricted stock units and performance stock units converted into common stock on a one‑for‑one basis, increasing his shareholdings. After these transactions, he directly owned 50,595 common shares.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 10 txns

Insider Nueno Carlos

Role President, International

Sold 20,165 shs ($103K)

Approx. gross sale proceeds $103K

Approx. exercise cost $0.00

Type	Security	Shares	Price	Value
Sale	Common Stock	20,165	$5.117	$103K
Grant/Award	Restricted Stock Units	173,010	$0.00	$0.00
Exercise	Restricted Stock Units	3,101	$0.00	$0.00
Exercise	Restricted Stock Units	4,556	$0.00	$0.00
Exercise	Restricted Stock Units	34,867	$0.00	$0.00
Exercise	Performance Stock Units	1,061	$0.00	$0.00
Exercise	Common Stock	3,101	$0.00	$0.00
Exercise	Common Stock	4,556	$0.00	$0.00
Exercise	Common Stock	34,867	$0.00	$0.00
Exercise	Common Stock	1,061	$0.00	$0.00

Holdings After Transaction: Restricted Stock Units — 260,971 shares (Direct); Performance Stock Units — 0 shares (Direct); Common Stock — 50,595 shares (Direct)

Footnotes (9)

1. F1. Restricted stock units convert to shares of TDOC common stock on a one-for-one basis.
2. F2. Performance stock units convert to shares of TDOC common stock on a one-for-one basis.
3. F3. 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. F4. On March 3, 2023, the reporting person was granted 37,202 restricted stock units, vesting one-third on March 1, 2024, with the remainder vesting in eight substantially equal quarterly installments thereafter.
5. F5. On March 19, 2024, the reporting person was granted 54,675 restricted stock units, vesting one-third on the first anniversary of the grant date, with the remainder vesting in eight substantially equal quarterly installments beginning on June 1, 2025.
6. F6. On March 1, 2025, the reporting person was granted 104,602 restricted stock units, vesting one-third on March 1, 2026, with the remainder vesting in eight substantially equal quarterly installments thereafter.
7. F7. On March 1, 2024, the reporting person earned 12,679 performance stock units, vesting one-third on March 1, 2024, with the remainder vesting in eight substantially equal quarterly installments thereafter.
8. F8. Each restricted stock unit represents a contingent right to receive one share of TDOC common stock.
9. F9. One-third of the restricted stock units vest on the first anniversary of the grant date, with the remainder vesting in eight substantially equal quarterly installments thereafter.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 03/03/2026 - 12:00 AM Learn about SEC filing dates

FAQ

What insider transactions did Teladoc (TDOC) executive Carlos Nueno report?

Carlos Nueno reported a combination of stock sales, grants, and conversions. He sold common shares to cover tax withholding and received a large restricted stock unit grant, while several earlier RSU and performance stock unit awards converted into Teladoc common stock.

How many Teladoc (TDOC) shares did Carlos Nueno sell and at what price?

Carlos Nueno sold 20,165 shares of Teladoc common stock at $5.117 per share. A filing footnote explains these shares were sold to satisfy tax withholding obligations arising from the vesting of his restricted stock unit and performance stock unit awards.

What new equity awards did Carlos Nueno receive from Teladoc (TDOC)?

Carlos Nueno received a grant of 173,010 restricted stock units on March 1, 2026. Each restricted stock unit represents a contingent right to receive one share of Teladoc common stock, subject to the award’s vesting schedule and other terms described in the company’s equity plans.

Did Carlos Nueno’s restricted and performance stock units convert into Teladoc (TDOC) shares?

Yes. On February 27, 2026, multiple blocks of restricted stock units and performance stock units converted into Teladoc common stock on a one-for-one basis. Corresponding non‑derivative entries show the resulting common shares credited to his direct ownership account.

How many Teladoc (TDOC) shares does Carlos Nueno directly own after these transactions?

Following the reported sales and conversions, Carlos Nueno directly owns 50,595 shares of Teladoc common stock. This figure reflects his updated non‑derivative holdings after the exercises of restricted and performance stock units and the sale to cover tax withholding.

Were Carlos Nueno’s Teladoc (TDOC) share sales discretionary or tax-related?

The filing footnote states the 20,165 Teladoc shares were sold to cover tax withholding obligations. Those obligations arose in connection with the vesting of his performance stock unit and restricted stock unit awards, indicating the sale was driven by tax requirements rather than discretionary trading.

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^*

Nueno Carlos

(Last) (First) (Middle)

C/O TELADOC HEALTH, INC.,

155 E 44TH ST, SUITE 1700

(Street)

NEW YORK NY 10017

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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	02/27/2026		M		3,101	A	(1)	30,276	D
Common Stock	02/27/2026		M		4,556	A	(1)	34,832	D
Common Stock	02/27/2026		M		34,867	A	(1)	69,699	D
Common Stock	02/27/2026		M		1,061	A	(2)	70,760	D
Common Stock	03/02/2026		S		20,165(3)	D	$5.117	50,595	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
Restricted Stock Units	(1)	02/27/2026		M			3,101	(4)	(4)	Common Stock	3,101	$0	0	D
Restricted Stock Units	(1)	02/27/2026		M			4,556	(5)	(5)	Common Stock	4,556	$0	18,226	D
Restricted Stock Units	(1)	02/27/2026		M			34,867	(6)	(6)	Common Stock	34,867	$0	69,735	D
Performance Stock Units	(2)	02/27/2026		M			1,061	(7)	(7)	Common Stock	1,061	$0	0	D
Restricted Stock Units	(8)	03/01/2026		A		173,010		(9)	(9)	Common Stock	173,010	$0	173,010	D

Explanation of Responses:

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

2. Performance 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 March 3, 2023, the reporting person was granted 37,202 restricted stock units, vesting one-third on March 1, 2024, with the remainder vesting in eight substantially equal quarterly installments thereafter.

5. On March 19, 2024, the reporting person was granted 54,675 restricted stock units, vesting one-third on the first anniversary of the grant date, with the remainder vesting in eight substantially equal quarterly installments beginning on June 1, 2025.

6. On March 1, 2025, the reporting person was granted 104,602 restricted stock units, vesting one-third on March 1, 2026, with the remainder vesting in eight substantially equal quarterly installments thereafter.

7. On March 1, 2024, the reporting person earned 12,679 performance stock units, vesting one-third on March 1, 2024, with the remainder vesting in eight substantially equal quarterly installments thereafter.

8. Each restricted stock unit represents a contingent right to receive one share of TDOC common stock.

9. One-third of the restricted stock units vest 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	03/03/2026
	** 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).
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