Teladoc Health (NYSE: TDOC) CEO reports RSU vesting and tax-related sale

Rhea-AI Filing Summary

Teladoc Health’s chief executive officer reported new stock activity in a Form 4 filing. On December 10, 2025, 39,160 restricted stock units vested and converted into the same number of shares of Teladoc common stock. On December 11, 2025, the CEO sold 17,138 shares of common stock at an average price of $7.6343 per share to cover tax withholding obligations tied to this vesting.

After these transactions, the CEO directly owned 201,036 shares of Teladoc common stock and held 234,963 restricted stock units. The restricted stock units referenced stem from a grant of 469,924 units made on June 10, 2024, which vests one-third on the first anniversary of the grant date, with the remainder vesting in eight substantially equal quarterly installments.

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

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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 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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF EXECUTIVE OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
12/10/2025

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	12/10/2025		M		39,160	A	(1)	218,174	D
Common Stock	12/11/2025		S(2)		17,138	D	$7.6343	201,036	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)	12/10/2025		M			39,160	(3)	(3)	Common Stock	39,160	$0	234,963	D

Explanation of Responses:

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

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

3. 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	12/11/2025
	** 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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FAQ

What insider transaction did Teladoc Health (TDOC) report in this Form 4?

The chief executive officer of Teladoc Health, Inc. reported the vesting of 39,160 restricted stock units into common shares on December 10, 2025 and the sale of 17,138 shares of common stock on December 11, 2025.

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

The CEO sold 17,138 shares of Teladoc common stock at an average price of $7.6343 per share on December 11, 2025.

Why were Teladoc Health (TDOC) shares sold in this Form 4 filing?

The filing states that the 17,138 shares of Teladoc common stock were sold to cover the tax withholding obligation arising from the vesting of the CEO’s restricted stock unit awards.

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

After the reported transactions, the CEO directly owned 201,036 shares of Teladoc Health common stock.

How many restricted stock units (RSUs) does the Teladoc (TDOC) CEO still hold?

Following the vesting of 39,160 restricted stock units, the CEO held 234,963 restricted stock units beneficially.

What are the vesting terms of the Teladoc (TDOC) CEO’s restricted stock units?

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

How do Teladoc (TDOC) restricted stock units convert to common stock?

The filing explains that each restricted stock unit converts to one share of Teladoc Health common stock on a one-for-one basis upon vesting.