Form 4: Teladoc Health Executive Sells Shares Under 10b5-1 Plan

Teladoc Health's President of BetterHelp, Fernando M. Rodrigues, sold shares of common stock in early September 2025, following the conversion of restricted stock units, as part of a pre-arranged 10b5-1 trading plan.

Summary

• Fernando M. Rodrigues, President of BetterHelp, a subsidiary of Teladoc Health, reported transactions involving the company's common stock.
• On August 29, 2025, 5,491 restricted stock units (RSUs) converted into common stock on a one-for-one basis.
• On the same date, an additional 1,041 restricted stock units also converted into common stock.
• On September 2, 2025, 2,383 shares of common stock were sold at a price of $7.585 per share to cover tax withholding obligations related to the RSU vesting.
• On September 3, 2025, 4,149 shares of common stock were sold at a price of $7.59 per share.
• All reported sales were executed pursuant to a Rule 10b5-1 trading plan, which was adopted on November 18, 2024, and subsequently amended on November 27, 2024.
• Following these transactions, Rodrigues' direct beneficial ownership of Teladoc Health common stock is 0 shares.

Sentiment

Score: 5

Explanation: The filing reports routine insider transactions (RSU conversion and subsequent sales for tax and general purposes) executed under a pre-established 10b5-1 plan, which is generally considered neutral in terms of company sentiment.

Positives

• Vesting of 6,532 restricted stock units (RSUs) into common stock, representing earned compensation for the executive.

Negatives

• Fernando M. Rodrigues' direct beneficial ownership of common stock became zero following the reported transactions.

Future Outlook

NA

Industry Context

NA

Stakeholder Impact

• Shareholders: The transactions represent routine insider activity and are unlikely to have a significant direct impact on the company's share price or valuation.
• Employees: The executive's compensation structure, involving restricted stock units, aligns with common practices for senior management compensation.

Next Steps

• Remaining restricted stock units from the December 1, 2023 grant will continue to vest in eight substantially equal quarterly installments after the first anniversary.
• Remaining restricted stock units from the March 19, 2024 grant will continue to vest in eight substantially equal quarterly installments beginning on June 1, 2025.

Key Dates

Recommendation

This Form 4 filing details routine insider transactions, specifically the conversion of restricted stock units and subsequent sales for tax obligations and general purposes, all executed under a pre-established Rule 10b5-1 trading plan. Such transactions are generally not indicative of a change in the company's fundamental outlook or performance. Therefore, without additional company-specific news or financial updates, the filing itself does not warrant a change from a 'hold' recommendation.

Keywords

Teladoc Health, TDOC, Form 4, Insider Trading, Fernando Rodrigues, BetterHelp, Restricted Stock Units, 10b5-1 Plan, Stock Sale