Filing Details

Accession Number:
0001209191-21-059725
Form Type:
4
Zero Holdings:
No
Publication Time:
2021-10-05 19:47:10
Reporting Period:
2021-10-01
Accepted Time:
2021-10-05 19:47:10
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1393584 American Well Corp AMWL Services-Business Services, Nec (7389) 000000000
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1824129 Ido Schoenberg C/O American Well Corporation
75 State Street, 26Th Floor
Boston MA 02109
Chairman, Co-Ceo Yes Yes Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Class A Common Stock Acquisiton 2021-10-01 107,000 $0.00 3,184,731 No 4 C Direct
Class A Common Stock Disposition 2021-10-01 107,000 $8.95 3,077,731 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 C Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Class B Common Stock Restricted Stock Units Disposition 2021-10-01 238,409 $0.00 238,409 $0.00
Class A Common Stock Class B Common Stock Acquisiton 2021-10-01 238,409 $0.00 238,409 $0.00
Class A Common Stock Class B Common Stock Disposition 2021-10-01 107,000 $0.00 107,000 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
238,409 No 4 M Direct
13,789,870 No 4 M Direct
13,682,870 No 4 C Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Class A Common Stock 478,276 Indirect By Wife
Footnotes
  1. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time at the option of the holder. In addition, each share of Class B Common Stock will be automatically converted into one share of Class A Common Stock on the first business day (i) after the date on which such shares constitute less than 5% of the aggregate number of shares of common stock then outstanding, (ii) after the date on which neither the reporting person nor Roy Schoenberg is serving as an executive officer of the issuer, or (iii) following seven years after the date that the issuer's amended and restated certificate of incorporation becomes effective (unless extended for three years by affirmative vote of the holders of a majority of then-outstanding shares of Class A Common Stock entitled to vote thereon).
  2. On October 1, 2021, the reporting person directed the sale of 107,000 shares of his Class B Common Stock, resulting in the automatic conversion of the shares into Class A Common Stock. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on April 15, 2021.
  3. Each restricted stock unit ("RSU") converts into Class B Common Stock on a one-for-one basis.
  4. Represents a grant of RSUs which vest over the period ending January 1, 2022, with 50% of the RSUs vesting on July 1, 2020 and the remaining RSUs vesting in equal quarterly installments thereafter.