Teladoc CEO exercises stock units, sells shares

Teladoc Health, Inc. chief executive officer Charles Divita III reported compensation-related stock activity.

Rhea-AI Filing Summary

Teladoc Health, Inc. chief executive officer Charles Divita III reported compensation-related stock activity. On June 1, 2026, previously granted restricted stock units and performance stock units converted into a total of 44,242 shares of common stock on a one-for-one basis.

On June 2, 2026, he sold 19,132 shares of common stock at $7.627 per share, with the footnotes stating the shares were sold to cover tax withholding obligations tied to the vesting of these awards. After the transactions, he directly owned 389,894 common shares.

Insider Trade Summary

Exercise and sale activity reported; no spread calculated

Exercise and Sale 5 txns

Insider DIVITA CHARLES III

Role CHIEF EXECUTIVE OFFICER

Sold 19,132 shs ($146K)

Approx. gross sale proceeds $146K

Approx. exercise cost $0.00

Type	Security	Shares	Price	Value
Sale	Common Stock	19,132	$7.627	$146K
Exercise	Performance Stock Units	1,966	$0.00	$0.00
Exercise	Restricted Stock Units	42,276	$0.00	$0.00
Exercise	Common Stock	1,966	$0.00	$0.00
Exercise	Common Stock	42,276	$0.00	$0.00

Holdings After Transaction: Performance Stock Units — 13,761 contracts (Direct); Restricted Stock Units — 295,939 contracts (Direct); Common Stock — 389,894 shares (Direct)

Footnotes (5)

1. F1. Performance stock units convert to shares of TDOC common stock on a one-for-one basis.
2. F2. Restricted 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 1, 2026, the reporting person earned 23,591 performance stock units, vesting one-third on March 1, 2026, with the remainder vesting in eight substantially equal quarterly installments thereafter.
5. F5. On March 1, 2025, the reporting person was granted 507,322 restricted stock units, vesting one-third on March 1, 2026, with the remainder vesting in eight substantially equal quarterly installments thereafter.

Key Figures

Shares sold: 19,132 shares Sale price: $7.627 per share Shares from RSU/PSU conversion: 44,242 shares +3 more

6 metrics

Shares sold 19,132 shares Common stock sold on June 2, 2026 at $7.627 per share

Sale price $7.627 per share Price for 19,132 Teladoc common shares sold

Shares from RSU/PSU conversion 44,242 shares Common shares received from restricted and performance stock unit conversions

Post-transaction holdings 389,894 shares Direct Teladoc common stock owned after reported transactions

Performance stock units earned 23,591 units Earned on March 1, 2026, vesting over time

Restricted stock units granted 507,322 units Granted on March 1, 2025, vesting over time

Key Terms

Performance stock units, Restricted stock units, open-market sale, tax withholding obligation, +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.

open-market sale financial

"transaction_action: open-market sale, transaction_code_description: Sale in open market or private transaction"

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.

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."

one-for-one basis financial

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

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Teladoc (TDOC) CEO Charles Divita report in this Form 4?

The CEO reported vesting and conversion of stock-based awards into 44,242 Teladoc common shares and a related sale of 19,132 shares. The sale was specifically described as covering tax withholding from these equity awards, leaving him with 389,894 shares directly owned afterward.

How many Teladoc (TDOC) shares did the CEO sell and at what price?

Charles Divita sold 19,132 Teladoc common shares at $7.627 per share. Footnotes explain these shares were sold to satisfy tax withholding obligations associated with recently vested restricted stock units and performance stock units, rather than as a discretionary open-market liquidation.

How many Teladoc (TDOC) shares does the CEO hold after these transactions?

Following the reported transactions, Charles Divita directly owns 389,894 Teladoc common shares. This figure reflects the net position after 44,242 shares were received from stock unit conversions and 19,132 shares were sold to cover tax withholding tied to those equity awards.

What stock-based awards vested for Teladoc (TDOC) CEO Charles Divita?

Previously granted restricted stock units and performance stock units vested and converted into 44,242 Teladoc common shares. Footnotes state restricted and performance stock units convert to common stock on a one-for-one basis, reflecting routine equity compensation vesting for the chief executive officer.

Were the Teladoc (TDOC) CEO’s share sales discretionary or tax-related?

The Form 4 footnotes state the 19,132 Teladoc shares sold were to cover tax withholding obligations. This indicates the sale was tied to taxes from vesting stock awards, rather than a purely discretionary decision to reduce his overall equity exposure.

What longer-term equity awards are described for Teladoc (TDOC) CEO Charles Divita?

Footnotes note he earned 23,591 performance stock units on March 1, 2026 and previously received 507,322 restricted stock units on March 1, 2025. These awards vest over time, with one-third vesting on March 1, 2026 and the remainder vesting in eight substantially equal quarterly installments.

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

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Accepted by SEC EDGAR 06/03/2026 - 04:25 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)
06/01/2026

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	06/01/2026		M		1,966	A	(1)	366,750	D
Common Stock	06/01/2026		M		42,276	A	(2)	409,026	D
Common Stock	06/02/2026		S		19,132(3)	D	$7.627	389,894	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)	06/01/2026		M			1,966	(4)	(4)	Common Stock	1,966	$0	13,761	D
Restricted Stock Units	(2)	06/01/2026		M			42,276	(5)	(5)	Common Stock	42,276	$0	295,939	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 March 1, 2026, the reporting person earned 23,591 performance stock units, vesting one-third on March 1, 2026, with the remainder vesting in eight substantially equal quarterly installments thereafter.

5. On March 1, 2025, the reporting person was granted 507,322 restricted stock units, vesting one-third on March 1, 2026, with the remainder vesting in eight substantially equal quarterly installments thereafter.

Remarks:

	/s/ Adam C. Vandervoort, Attorney-in-Fact	06/03/2026
	** 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).
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)