Teladoc Health, Inc 8-K, filed Nov 14, 2023
Teladoc Health, Inc. (TDOC)
8-K
2023-11-14
For: 2023-11-08
View Original
Added on
April 07, 2026
About this 8-K
Teladoc Health, Inc filed this 8-K on November 14, 2023, reporting on events of November 8, 2023.
Items reported
- Item 5.02: Director or officer change, or executive pay
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported) November 8, 2023
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(Exact name of registrant as specified in its charter)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act.
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 8, 2023, Claus T. Jensen, PhD resigned as Chief Innovation Officer of Teladoc Health, Inc. (the “Company”), effective December 1, 2023 (the “Separation Date”).
In connection with Dr. Jensen’s resignation, the Company agreed to pay to Dr. Jensen (i) a cash separation payment in a gross amount equal to $743,750 (which is equivalent to six months of his current base salary and 75% of his target 2023 bonus), subject to applicable tax withholdings and lawful deductions, (ii) accelerated vesting of all time-based equity awards granted to Dr. Jensen prior to the Separation Date, which are unvested as of the Separation Date and are scheduled to vest on or prior to December 2, 2024, and continued eligibility to vest in awards subject to performance-based vesting conditions if and to the extent the performance conditions are satisfied on or prior to December 31, 2023, and (iii) up to six months of premiums for continued medical, dental or vision coverage pursuant to COBRA. All of the foregoing is in consideration of Dr. Jensen’s agreement to execute and not revoke a separation and release agreement, which will include, inter alia, a release of claims in favor of the Company. Dr. Jensen will also be subject to certain restrictive covenants, including, but not limited to, 12-month post-termination non-compete and non-solicit obligations.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: November 14, 2023
Teladoc Health, Inc. | |||||
By: | /s/ Adam C. Vandervoort | ||||
Name: | Adam C. Vandervoort | ||||
Title: | Chief Legal Officer and Secretary | ||||