Teladoc CEO sells 17,805 shares for taxes

Teladoc Health CEO Charles Divita III exercised stock units into common shares and sold shares mainly to satisfy tax withholding obligations.

Rhea-AI Filing Summary

Teladoc Health, Inc. (TDOC) reported that Chief Executive Officer and director Charles Divita III exercised equity awards and sold shares. On September 10, 2026, performance stock units for 3,642 shares and restricted stock units for 39,160 shares converted on a one-for-one basis into common stock. On September 11, 2026, he sold 17,805 common shares at $6.104 per share, with the filing stating the sale was to cover tax withholding obligations related to these vestings.

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 17,805 shs ($109K)

Approx. gross sale proceeds $109K

Type	Security	Shares	Price	Value
Sale	Common Stock F3	17,805	$6.104	$109K
Exercise	Performance Stock Units F1, F4	3,642	$0.00	$0.00
Exercise	Restricted Stock Units F2, F5	39,160	$0.00	$0.00
Exercise	Common Stock F1	3,642	--	--
Exercise	Common Stock F2	39,160	--	--

Holdings After Transaction: Performance Stock Units — 10,926 contracts (Direct); Restricted Stock Units — 117,483 contracts (Direct); Common Stock — 465,535 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 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. F5. 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

Common shares sold: 17,805 shares Sale price per share: $6.104 per share Performance stock units converted: 3,642 shares +4 more

7 metrics

Common shares sold 17,805 shares Sale by CEO on September 11, 2026 to cover tax withholding

Sale price per share $6.104 per share Common stock sale on September 11, 2026

Performance stock units converted 3,642 shares Converted into common stock on September 10, 2026, one-for-one

Restricted stock units converted 39,160 shares Converted into common stock on September 10, 2026, one-for-one

Total units exercised 42,802 units Aggregate of performance and restricted stock units converted on September 10, 2026

Performance stock unit award size 23,591 units Earned June 10, 2026, with seven-twelfths vesting March 10, 2026

Restricted stock unit grant size 469,924 units Granted June 10, 2024, vesting one-third after one year, remainder quarterly

Key Terms

Performance stock units, Restricted stock units, tax withholding obligation, substantially equal quarterly installments

4 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"

substantially equal quarterly installments financial

"with the remainder vesting in five substantially equal quarterly installments"

FAQ

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

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

Teladoc Health reported that CEO Charles Divita III converted 3,642 performance stock units and 39,160 restricted stock units into common stock on September 10, 2026, and sold 17,805 common shares on September 11, 2026, primarily to cover tax withholding obligations.

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

Charles Divita III sold 17,805 shares of Teladoc Health common stock on September 11, 2026, at a price of $6.104 per share. A footnote states these shares were sold to cover the tax withholding obligation from recent stock unit vesting.

What equity awards vested for the Teladoc Health (TDOC) CEO in this Form 4?

The CEO had 3,642 performance stock units and 39,160 restricted stock units convert into Teladoc Health common stock on a one-for-one basis on September 10, 2026, reflecting the vesting and exercise of previously granted equity awards.

Were the Teladoc Health (TDOC) insider sales under a Rule 10b5-1 plan?

The filing’s Rule 10b5-1 checkbox is not marked, and no footnote states that the transactions were made under a Rule 10b5-1 trading plan. The sale is described instead as covering tax withholding obligations from vesting equity awards.

What do the footnotes reveal about the Teladoc Health (TDOC) CEO’s stock units?

Footnotes state that performance and restricted stock units convert to TDOC common stock on a one-for-one basis. One award of 23,591 performance stock units vests seven-twelfths on March 10, 2026, with the rest vesting in five substantially equal quarterly installments over 15 months.

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

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Available on EDGAR 09/14/2026 - 04:06 PM Accepted by SEC EDGAR 09/14/2026 - 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)
09/10/2026

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	09/10/2026		M		3,642	A	(1)	444,180	D
Common Stock	09/10/2026		M		39,160	A	(2)	483,340	D
Common Stock	09/11/2026		S		17,805(3)	D	$6.104	465,535	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)	09/10/2026		M			3,642	(4)	(4)	Common Stock	3,642	$0	10,926	D
Restricted Stock Units	(2)	09/10/2026		M			39,160	(5)	(5)	Common Stock	39,160	$0	117,483	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	09/14/2026
	** 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)