Adam C Vandervoort Form 4 Teladoc Health / Adam C Vandervoort ownership change

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).

1. Name and Address of Reporting Person^*

Vandervoort Adam C

(Last) (First) (Middle)

C/O TELADOC HEALTH, INC.,

2 MANHATTANVILLE ROAD, SUITE 203

(Street)

PURCHASE NY 10577

(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)
Chief Legal Officer, Secretary

3. Date of Earliest Transaction (Month/Day/Year)
03/03/2021

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	03/03/2021		S		2,705(1)	D	$206.99	4,823	D
Common Stock	03/03/2021		M		1,447(2)	A	$22.3	6,270	D
Common Stock	03/03/2021		M		1,165(2)	A	$38.55	7,435	D
Common Stock	03/03/2021		S		2,612(2)	D	$214.63	4,823	D
Common Stock	03/03/2021		M		1,953	A	(3)	6,776	D
Common Stock	03/04/2021		S		970(7)	D	$200.475	5,806	D
Common Stock	03/04/2021		M		3,455	A	(3)	9,261	D
Common Stock	03/04/2021		M		4,489	A	(8)	13,750	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
Employee Stock Option (right to buy)	$22.3	03/03/2021		M			1,447	(4)	03/03/2027	Common Stock	1,447	$0	0	D
Employee Stock Option (right to buy)	$38.55	03/03/2021		M			1,165	(5)	03/01/2028	Common Stock	1,165	$0	14,058	D
Restricted Stock Units	(3)	03/03/2021		M			1,953	(6)	(6)	Common Stock	1,953	$0	0	D
Restricted Stock Units	(3)	03/04/2021		M			3,455	(9)	(9)	Common Stock	3,455	$0	3,454	D
Performance Stock Units	(8)	03/04/2021		M			4,489	(10)	(10)	Common Stock	4,489	$0	4,491(10)	D

Explanation of Responses:

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

2. This transaction was effected pursuant to a Rule 10b5-1 trading plan that was adopted by the reporting person on April 16, 2020.

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

4. The option vested as to 25% of the shares on March 3, 2018. The remainder of the shares vest in 36 equal monthly installments thereafter.

5. The option vested as to 25% of the shares on March 1, 2019. The remainder of the shares vest in 36 equal monthly installments thereafter.

6. On May 25, 2017, the reporting person was granted 7,811 restricted stock units, vesting in four substantially equal annual installments beginning on March 3, 2018.

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

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

9. On March 4, 2019, the reporting person was granted 10,363 restricted stock units, vesting in three substantially equal annual installments beginning on the first anniversary of the grant date.

10. On February 26, 2020, the reporting person earned 13,471 performance stock units, vesting in three substantially equal annual installments beginning on March 4, 2020. The number of performance stock units earned has been decreased by one due to a rounding error on the reporting person's Form 4 that was filed on February 28, 2020.

	/s/ Adam C. Vandervoort	03/05/2021
	** 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).
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