Basic Stats
| CIK | 1393584 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to American Well Corporation
SEC Filings (Chronological Order)
This page provides a complete, chronological list of SEC Filings, excluding ownership filings which we provide elsewhere.
| August 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39515 American Well |
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| August 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 05, 2025 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commissi |
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| August 5, 2025 |
Exhibit 99.1 Amwell® Announces Results for the Second Quarter Ended June 30, 2025 BOSTON – August 5, 2025 – Amwell® (NYSE: AMWL), a leading provider of a comprehensive SaaS-based technology-enabled healthcare platform, today announced financial results for the second quarter of 2025. “In Q2, we pursued our strategic initiatives with focus and strong execution. We added Florida Blue, an innovative, |
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| June 17, 2025 |
FORM 8-K Item 5.07 Submission of Matters to a Vote of Security Holders. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 11, 2025 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39515 American Wel |
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| May 1, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 01, 2025 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 1, 2025 |
Exhibit 99.1 Amwell® Announces Results for the First Quarter Ended March 31, 2025 BOSTON – May 1, 2025 – Amwell® (NYSE: AMWL), a leading provider of a comprehensive SaaS-based technology-enabled healthcare platform, today announced financial results for the first quarter of 2025. “We had a strong Q1 across all our strategic initiatives. Together with our Leidos partners, we advanced our progress i |
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| May 1, 2025 |
Separation Agreement between American Well Corporation and Kurt Knight, dated December 4, 2024 Exhibit 10.1 December 4, 2024 Kurt Knight 117 Callery Pear Drive Batesville, IN 47006 Dear Kurt: 1. Separation of Employment. Your employment with American Well Corporation (the “Company”) will end on December 31, 2024 (the “Separation Date”). You acknowledge that from and after the Separation Date, you shall have no authority to, and shall not, represent yourself as an employee or agent of the Co |
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| May 1, 2025 |
Exhibit 10.3 American Well Corporation Additional Award Agreement THIS ADDITIONAL AWARD AGREEMENT (“Agreement”) is made and entered into as of the 4th day of November, 2024 by and among American Well Corporation and any of its divisions, affiliates, subsidiaries, their successors and assigns and all other related entities (collectively, the “Company”), on the one hand, and Mark Hirschhorn (“Execut |
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| May 1, 2025 |
Additional Award Agreement between American Well Corporation and Phyllis Gotlib, dated March 3, 2025 Exhibit 10.2 American Well Corporation Additional Award Agreement THIS ADDITIONAL AWARD AGREEMENT (“Agreement”) is made and entered into as of the 3rd day of March, 2025 by and among American Well Corporation and any of its divisions, affiliates, subsidiaries, their successors and assigns and all other related entities (collectively, the “Company”), on the one hand, and Phyllis Gotlib (“Executive” |
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| April 23, 2025 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitte |
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| April 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| March 3, 2025 |
Separation Agreement between American Well Corporation and Vaughn Paunovich, dated February 25, 2025 Exhibit 10.1 February 25, 2025 Vaughn Paunovich 1209 Keith Road Wake Forest, NC 27587 Dear Vaughn: 1. Separation of Employment. Your employment with American Well Corporation (the “Company”) will end on March 2, 2025 (the “Separation Date”). You acknowledge that from and after the Separation Date, you shall have no authority to, and shall not, represent yourself as an employee or agent of the Comp |
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| March 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 25, 2025 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commis |
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| March 3, 2025 |
Exhibit 99.1 Amwell announces innovation leader as chief product and technology officer Amazon veteran Dan Zamansky joins company’s executive team BOSTON, March 3, 2025 — Amwell® (NYSE: AMWL), a leader in technology-enabled care, announced Dan Zamansky, an industry leader in innovation and technology, as the company’s new chief product and technology officer, effective today. Zamansky will lead th |
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| February 28, 2025 |
As filed with the Securities and Exchange Commission on February 28, 2025 As filed with the Securities and Exchange Commission on February 28, 2025 Registration No. |
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| February 28, 2025 |
Exhibit 107 FILING FEE TABLES FOR FORM S-8 Calculation of Filing Fee Tables Form S-8 (Form Type) AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Title of Each Class of Securities to be Registered Fee Calculation Rule Amount to be Registered(1) Proposed Maximum Offering Price Per Share(2) Proposed Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(3) Equity Class A Common Stock, $0. |
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| February 13, 2025 |
Exhibit 99.1 In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to (i) this joint filing on behalf of each of them of a statement on Schedule 13G (including any amendments thereto) with respect to the Class A Common Stock of American Well Corporation, par value $0.01 per share, and (ii) that this Joint Filing Agreement be included a |
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| February 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-39515 American Well C |
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| February 12, 2025 |
Subsidiaries of the Registrant Exhibit 21.1 Subsidiaries of the Registrant Entity Name Jurisdiction of Organization Aligned Telehealth, LLC Delaware American Well Israel Ltd Israel AMWELL Colombia SAS Colombia Avizia LLC Delaware National Telehealth Network, LLC Delaware Conversa Health, LLC Delaware SilverCloud Health Holdings, LLC Delaware SilverCloud Health, Ltd. Ireland SilverCloud Health UK Limited England SilverCloud Heal |
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| February 12, 2025 |
Exhibit 19.1 American Well Corporation Statement of Policy Concerning Trading in Company Securities Originally Adopted September 4, 2020; and Amended and Restated on February 22, 2022 I. SUMMARY OF POLICY CONCERNING TRADING IN COMPANY SECURITIES It is American Well Corporation’s and its subsidiaries’ (collectively, the “Company”) policy that it will, without exception, comply with all applicable l |
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| February 12, 2025 |
Exhibit 99.1 AMWELL® ANNOUNCES RESULTS FOR Fourth QUARTER AND FULL YEAR 2024 BOSTON, Feb. 12, 2025 –Amwell® (NYSE: AMWL), a leading provider of a comprehensive SaaS-based technology-enabled healthcare platform, today announced financial results for the fourth quarter and full year ended Dec. 31, 2024. “During 2024, we advanced our business in ways that put us much closer to unlocking the value of |
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| February 12, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2025 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commis |
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| January 10, 2025 |
Exhibit 99.1 AMERICAN WELL CORPORATION UNAUDITED PRO FORMA FINANCIAL INFORMATION (In thousands, except share and per share amounts) On January 8, 2025, American Well Corporation (“Amwell” or the “Company”) completed the sale of all property and assets of its wholly owned subsidiary, Aligned TeleHealth, LLC, for an upfront cash consideration of $20,714,459 and additional consideration equal to 0.4x |
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| January 10, 2025 |
Exhibit 99.2 Amwell® divests virtual psychiatric care business to Avel eCare in all-cash transaction Divestment of Amwell Psychiatric Care intended to focus product portfolio on key growth initiatives Company reiterates guidance for 2024 BOSTON Jan. 9, 2025- Amwell® (NYSE: AMWL), a global leader in digital care, today announced it has sold its Amwell Psychiatric Care (APC) business to Avel eCare, |
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| January 10, 2025 |
Exhibit 10.1 ASSET PURCHASE AGREEMENT THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is made as of January 8, 2025 by and among (i) AMERICAN WELL CORPORATION, a Delaware corporation (“Owner”); (ii) ALIGNED TELEHEALTH, LLC, a Delaware limited liability company (“Seller” and together with Owner, the “Seller Parties”), and (iii) AVEL ECARE, LLC, a South Dakota limited liability company (“Buyer”). T |
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| January 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 08, 2025 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commiss |
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| December 18, 2024 |
Amwell CFO Mark Hirschhorn Expands Leadership Role Seasoned leader assumes responsibility for operations and sales as COO BOSTON — Dec. |
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| December 18, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 17, 2024 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commis |
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| December 18, 2024 |
AMERICAN WELL CORPORATION AMENDMENT TO EMPLOYMENT AGREEMENT THIS AMENDMENT TO EMPLOYMENT AGREEMENT (the “Amendment”), effective as of December 17, 2024 (the “Effective Date”), is made to that certain Employment Agreement (“Agreement”), dated October 14, 2024, by and between American Well Corporation, a Delaware corporation (the “Company”), and Mark Hirschhorn, an individual (the “Executive”) (hereinafter collectively referred to as “the parties”), as amended. |
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| December 18, 2024 |
Separation Agreement between American Well Corporation and Kathy Weiler, dated December 17, 2024 December 17, 2024 Dear Kathy: 1. Separation of Employment. Your employment with American Well Corporation (the “Company”) will end on December 31, 2024 (the “Separation Date”). You acknowledge that from and after the Separation Date, you shall have no authority to, and shall not, represent yourself as an employee or agent of the Company. 2. Final Pay Check and Retention Amount. On the Separation |
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| November 4, 2024 |
As filed with the Securities and Exchange Commission on November 4, 2024 As filed with the Securities and Exchange Commission on November 4, 2024 Registration No. |
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| November 4, 2024 |
Exhibit 99.1 AMERICAN WELL CORPORATION 2024 INDUCEMENT PLAN ARTICLE I effective date and PURPOSE 1.1 Effective Date. The Plan was established effective as of November 4, 2024, the date of its original approval by the Independent Compensation Committee (the “Effective Date”). 1.2 Purposes. The Plan, through the granting of Awards, is intended to provide a material inducement for certain individuals |
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| November 4, 2024 |
Exhibit 107 FILING FEE TABLES FOR FORM S-8 Calculation of Filing Fee Tables Form S-8 (Form Type) AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Title of Each Class of Securities to be Registered Fee Calculation Rule Amount to be Registered(1) Proposed Maximum Offering Price Per Share(2) Proposed Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Class A Common Stock, $0. |
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| October 31, 2024 |
American Well Corporation Inducement Plan Exhibit 10.1 AMERICAN WELL CORPORATION 2024 INDUCEMENT PLAN ARTICLE I effective date and PURPOSE 1.1 Effective Date. The Plan was established effective as of November 4, 2024, the date of its original approval by the Independent Compensation Committee (the “Effective Date”). 1.2 Purposes. The Plan, through the granting of Awards, is intended to provide a material inducement for certain individuals |
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| October 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 25, 2024 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commiss |
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| October 30, 2024 |
Form of Executive Retention Letter Exhibit 10.3 American Well Corporation Retention Agreement THIS RETENTION AGREEMENT (“Agreement”) is made and entered into as of the day of by and among American Well Corporation and any of its divisions, affiliates, subsidiaries, their successors and assigns and all other related entities (collectively the “Company”), on the one hand, and [EMPLOYEE NAME] (“Employee”), on the other hand. WITNESSET |
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| October 30, 2024 |
Exhibit 99.1 AMWELL ANNOUNCES RESULTS FOR THE THIRD QUARTER ENDED SEPTEMBER 30, 2024 BOSTON, October 30, 2024 – Amwell® (NYSE: AMWL), a leader in hybrid care enablement, today announced financial results for the third quarter of 2024. “Q3 was a busy quarter for Amwell as we steadily executed on key strategies that support our path to cash flow positive. We are aligning our cost structure to fit ou |
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| October 30, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 30, 2024 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commiss |
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| October 30, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39515 American |
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| October 30, 2024 |
Exhibit 10.2 AMERICAN WELL CORPORATION AMENDMENT TO EMPLOYMENT AGREEMENT THIS AMENDMENT TO EMPLOYMENT AGREEMENT (the “Amendment”), effective as of August 16, 2024 (the “Effective Date”), is made to that certain Employment Agreement (“Agreement”), dated April 17, 2023, by and between American Well Corporation, a Delaware corporation (the “Company”), and Kathy Weiler, an individual (the “Executive”) |
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| October 30, 2024 |
Employment Agreement between American Well Corporation and Mark Hirschhorn, dated October14, 2024 Exhibit 10.1 AMERICAN WELL CORPORATION EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) is hereby entered into as of October 14, 2024 (the “Effective Date”) by and between American Well Corporation, a Delaware corporation (the “Company”), and Mark Hirschhorn an individual (“Executive”) (hereinafter collectively referred to as “the parties”). Where the context requires, references t |
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| October 15, 2024 |
Amwell announces new chief financial officer Industry veteran Mark Hirschhorn joins Amwell leadership team BOSTON, Oct. |
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| October 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 11, 2024 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commiss |
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| October 15, 2024 |
Employment Agreement between American Well Corporation and Mark Hirschhorn, dated October 14, 2024 AMERICAN WELL CORPORATION EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) is hereby entered into as of October 14, 2024 (the “Effective Date”) by and between American Well Corporation, a Delaware corporation (the “Company”), and Mark Hirschhorn an individual (“Executive”) (hereinafter collectively referred to as “the parties”). |
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| August 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 16, 2024 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commissi |
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| August 22, 2024 |
Exhibit 10.1 AMERICAN WELL CORPORATION AMENDMENT TO EMPLOYMENT AGREEMENT THIS AMENDMENT TO EMPLOYMENT AGREEMENT (the “Amendment”), effective as of August 16, 2024 (the “Effective Date”), is made to that certain Employment Agreement (“Agreement”), dated April 17, 2023, by and between American Well Corporation, a Delaware corporation (the “Company”), and Kathy Weiler, an individual (the “Executive”) |
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| July 31, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39515 American Well |
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| July 31, 2024 |
Employment Agreement between American Well Corporation and Kathy Weiler, dated April 17, 2023 Exhibit 10.3 AMERICAN WELL CORPORATION EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) is hereby entered into as of April 17, 2023 (the “Effective Date”) by and between American Well Corporation, a Delaware corporation (the “Company”), and Kathy Weiler, an individual (the “Executive”) (hereinafter collectively referred to as “the parties”). Where the context requires, references t |
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| July 31, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2024 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commission |
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| July 31, 2024 |
Exhibit 99.1 AMWELL ANNOUNCES RESULTS FOR THE SECOND QUARTER ENDED JUNE 30, 2024 BOSTON, July 31, 2024 – Amwell® (NYSE: AMWL), a leader in hybrid care enablement, today announced financial results for the second quarter of 2024. “In Q2, we drove progress on all fronts. We continued the deployment of our solution for the U.S. Military Health System and our ongoing rigorous cost alignment efforts re |
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| July 16, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 10, 2024 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commission |
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| July 16, 2024 |
Certificate of Amendment to the Amended and Restated Certificate of Incorporation Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AMERICAN WELL CORPORATION American Well Corporation, a corporation duly organized and existing under the General Corporation Law of the State of Delaware (the “Corporation”), does hereby certify that: 1. The amendment to the Corporation’s Amended and Restated Certificate of Incorporation set forth belo |
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| July 1, 2024 |
Amwell Announces Reverse Stock Split Amwell Announces Reverse Stock Split Boston, June 28, 2024 (GLOBE NEWSWIRE) - Amwell® (NYSE: AMWL), a small-cap growth healthcare company and a leading provider of healthcare software as a service, today announced that its Board of Directors (the “Board”) has approved a 1-for-20 reverse stock split (“Reverse Split”) of its Class A common stock, Class B common stock and Class C common stock (collectively, the “Common Stock”), that is expected to become effective on July 10, 2024 at 5:00 p. |
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| July 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2024 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 24, 2024 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 18, 2024 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 17, 2024 |
Amwell Announces Appointment of Ricky Goldwasser to its Board of Directors Exhibit 99.11 Amwell Announces Appointment of Ricky Goldwasser to its Board of Directors BOSTON — June 17, 2024 — Amwell® (NYSE: AMWL), a leader in hybrid care enablement, today announces the appointment of Ricky Goldwasser to the company's Board of Directors, effective June 13. “Ricky brings to our board a deep financial background that makes her an invaluable addition as we focus on Amwell’s pat |
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| June 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 13, 2024 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 13, 2024 |
Transition Agreement between American Well Corporation and Dr. Roy Schoenberg, dated June 13, 2024 Exhibit 10.1 EXECUTION AMERICAN WELL CORPORATION Transition Agreement This TRANSITION AGREEMENT (this “Agreement”), dated as of June 13, 2024 is entered into by and between American Well Corporation, a Delaware corporation (the “Company”), and Roy Schoenberg (the “Executive”). Capitalized terms not defined herein shall have the meanings ascribed to them in the Employment Agreement, dated as of Jun |
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| June 13, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 13, 2024 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commission |
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| June 13, 2024 |
Exhibit 10.2 EXECUTION AMERICAN WELL CORPORATION AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is hereby entered into as of June 13, 2024 (the “Effective Date”) by and between American Well Corporation, a Delaware corporation (the “Company”), and Roy Schoenberg, an individual (the “Executive”) (hereinafter collectively referred to as “th |
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| June 13, 2024 |
Amwell Co-Founder Roy Schoenberg becomes Executive Vice Chairman of the Board Exhibit 99.1 Amwell Co-Founder Roy Schoenberg becomes Executive Vice Chairman of the Board BOSTON — June 13, 2024 — Amwell® (NYSE: AMWL), a leader in digital care, today announced that co- founder and visionary healthcare technology leader Roy Schoenberg, M.D., M.P.H., is transitioning from his role as president and co-CEO to become Executive Vice Chairman of Amwell’s Board of Directors. Ido Schoe |
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| May 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39515 American Wel |
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| May 1, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 01, 2024 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 1, 2024 |
Non-Employee Director Compensation Policy Exhibit 10.1 AMERICAN WELL CORPORATION NON-EMPLOYEE DIRECTOR COMPENSATION POLICY Originally Adopted November 2, 2020; and Amended and Restated on April 20, 2023 Non-employee members of the board of directors (the “Board”) of American Well Corporation (the “Company”) shall be eligible to receive cash and equity compensation as set forth in this Non-Employee Director Compensation Policy (this “Polic |
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| May 1, 2024 |
Exhibit 99.1 AMWELL ANNOUNCES RESULTS FOR THE FIRST QUARTER ENDED MARCH 31, 2024 BOSTON, May 1, 2024 – Amwell® (NYSE: AMWL), a leader in hybrid care enablement, today announced financial results for the first quarter of 2024. “In Q1, we made significant strides forward. We are completing critical milestones to deploy our solution for the Military Health System, working alongside the Leidos Partner |
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| April 26, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitte |
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| April 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| April 16, 2024 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitte |
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| April 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 02, 2024 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commissio |
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| April 4, 2024 |
Exhibit 99.1 Amwell Receives Continued Listing Standard Notice From NYSE Amwell’s Class A Common Stock continues to trade on the NYSE BOSTON, April 4, 2024 – Amwell® (NYSE: AMWL), a leading provider of healthcare software as a service, today announced that it received a notice on April 2, 2024 from the New York Stock Exchange (NYSE) informing the company that it is not in compliance with the NYS |
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| March 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No.1) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K/A (Amendment No.1) (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-39 |
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| February 16, 2024 |
As filed with the Securities and Exchange Commission on February 16, 2024 As filed with the Securities and Exchange Commission on February 16, 2024 Registration No. |
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| February 16, 2024 |
Exhibit 107.1 FILING FEE TABLES FOR FORM S-8 Calculation of Filing Fee Tables Form S-8 (Form Type) AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Title of Each Class of Securities to be Registered Fee Calculation Rule Amount to be Registered(1) Proposed Maximum Offering Price Per Share(2) Proposed Maximum Aggregate Offerin |
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| February 15, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-39515 American Well C |
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| February 15, 2024 |
Subsidiaries of the Registrant Exhibit 21.1 Subsidiaries of the Registrant Entity Name Jurisdiction of Organization Aligned Telehealth, LLC Delaware American Well Israel Ltd Israel AMWELL Columbia SAS Columbia Avizia LLC Delaware National Telehealth Network, LLC Delaware Conversa Health, LLC Delaware SilverCloud Health Holdings, LLC Delaware SilverCloud Health, Ltd. Ireland SilverCloud Health UK Limited England SilverCloud Heal |
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| February 15, 2024 |
Notice of Restricted Stock Unit Agreement Exhibit 10.20 AMERICAN WELL CORP 2020 EQUITY INCENTIVE PLAN NOTICE OF RESTRICTED STOCK UNIT AGREEMENT Name of Participant: ###PARTICIPANTNAME### Address: ###HOMEADDRESS### Date of Grant: ###GRANTDATE### Total Number of Restricted Stock Units: ###TOTALAWARDS### Type of Shares Issuable on Vesting: Class A Common Stock Vesting Schedule: The RSUs shall vest according to the following vesting schedule: |
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| February 15, 2024 |
Policy Regarding Recovery of Erroneously Awarded Compensation Exhibit 97.1 AMERICAN WELL CORPORATION (AMWELL) Clawback Policy 1. Purpose; Overview. The purpose of this Clawback Policy (this “Policy”) is to set forth the circumstances under which a Covered Executive will be required to repay or return Erroneously Awarded Compensation to the Company. The Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of American Well Corporati |
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| February 15, 2024 |
Notice of Restricted Stock Unit Agreement and PSU Forfeiture Exhibit 10.22 AMERICAN WELL CORP 2020 EQUITY INCENTIVE PLAN NOTICE OF RESTRICTED STOCK UNIT AGREEMENT Name of Participant: ###PARTICIPANTNAME### Address: ###HOMEADDRESS### Date of Grant: ###GRANTDATE### Total Number of Restricted Stock Units: ###TOTALAWARDS### Type of Shares Issuable on Vesting: Class A Common Stock Vesting Schedule: The RSUs shall vest according to the following vesting schedule: |
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| February 14, 2024 |
Exhibit 99.1 AMWELL ANNOUNCES RESULTS FOR Fourth QUARTER AND FULL YEAR 2023 BOSTON, Feb. 14, 2024 –Amwell® (NYSE: AMWL), a leader in hybrid care enablement, today announced financial results for the fourth quarter and full year ended Dec. 31, 2023. “Fiscal 2023 marked the close of an important year for Amwell as we advanced our goals in the market for enabling digital healthcare. We secured and de |
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| February 14, 2024 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 14, 2024 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commis |
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| February 14, 2024 |
AMWL / American Well Corporation / Caledonia (Private) Investments Pty Ltd Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 13, 2024 |
AMWL / American Well Corporation / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv0267-americanwellcorporati.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 2)* Name of issuer: American Well Corporation Class A Title of Class of Securities: Common Stock CUSIP Number: 03044L105 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropri |
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| February 12, 2024 |
AMWL / American Well Corporation / Schoenberg Ido - FORM SC 13G/A Passive Investment SC 13G/A 1 dp206629sc13ga-3.htm FORM SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* American Well Corporation (Name of Issuer) Class A Common Stock, par value $0.01 par value per share (Title of Class of Securities) 03044L105 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Fil |
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| February 12, 2024 |
EX-99.1 2 dp206629ex9901.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to (i) this joint filing on behalf of each of them of a statement on Schedule 13G (including any amendments thereto) with respect to the Class A Common Stock of American Well Corporation, par value $0.01 p |
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| February 9, 2024 |
SC 13G/A 1 p24-0217sc13ga.htm AMERICAN WELL CORPORATION SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* American Well Corporation (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 03044L105 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this |
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| December 26, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2023 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commis |
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| November 1, 2023 |
Exhibit 10.1 First Amendment to The MSA Agreement Between Elevance Health, Inc. and American Well Corporation This First Amendment (“Amendment”) dated and effective as of January 01, 2023 (“Amendment Effective Date”) is by and between Elevance Health, Inc., on behalf of itself and its Affiliates (“Elevance Health”) and American Well Corporation (“Supplier”) and amends that certain MSA Agreement be |
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| November 1, 2023 |
AMWELL ANNOUNCES RESULTS FOR third QUARTER 2023 Exhibit 99.1 AMWELL ANNOUNCES RESULTS FOR third QUARTER 2023 BOSTON, Nov. 1, 2023 –Amwell® (NYSE: AMWL), a leader in hybrid care enablement, today announced financial results for the third quarter ended Sept. 30, 2023. Amwell Third Quarter 2023 Highlights: • Recorded Total Revenue of $61.9 million o Achieved subscription revenue of $28.4 million o Recorded Amwell Medical Group (“AMG”) visit revenu |
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| November 1, 2023 |
Form of PSU Award Agreement 2023 Exhibit 10.2 AMERICAN WELL CORP 2020 EQUITY INCENTIVE PLAN NOTICE OF PERFORMANCE SHARE UNIT AGREEMENT Name of Participant: ###PARTICIPANTNAME### Address: ###HOMEADDRESS### Date of Grant: March 1, 2023 Performance Period: March 1, 2023 – February 28, 2026 Number of Performance Share Units: ###TOTALAWARDS### Type of Shares Issuable on Vesting: Class A Common Stock Vesting Schedule: The PSUs shall ve |
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| November 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39515 American |
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| November 1, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K 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 01, 2023 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commis |
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| October 6, 2023 |
As filed with the Securities and Exchange Commission on October 6, 2023 As filed with the Securities and Exchange Commission on October 6, 2023 Registration No. |
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| October 6, 2023 |
Exhibit 107.1 FILING FEE TABLES FOR FORM S-8 Calculation of Filing Fee Tables Form S-8 (Form Type) AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Title of Each Class of Securities to be Registered Fee Calculation Rule Amount to be Registered(1) Proposed Maximum Offering Price Per Share(2) Proposed Maximum Aggregate Offerin |
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| August 2, 2023 |
AMWELL ANNOUNCES RESULTS FOR Second QUARTER 2023 Exhibit 99.1 AMWELL ANNOUNCES RESULTS FOR Second QUARTER 2023 BOSTON, Aug. 2, 2023 –Amwell® (NYSE: AMWL), a leader in hybrid care enablement, today announced financial results for the second quarter ended June 30, 2023. Amwell Second Quarter 2023 Highlights: • Recorded Total Revenue of $62.4 million o Achieved subscription revenue of $28.0 million o Recorded AMG Visit revenue of $28.1 million • Re |
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| August 2, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 02, 2023 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commissi |
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| August 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39515 American Well |
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| June 27, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 22, 2023 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39515 American Wel |
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| May 3, 2023 |
AMWELL ANNOUNCES RESULTS FOR FIRST QUARTER 2023 Exhibit 99.1 AMWELL ANNOUNCES RESULTS FOR FIRST QUARTER 2023 BOSTON, May 3, 2023 -(BUSINESS WIRE)- Amwell® (NYSE: AMWL), a leader in digital healthcare enablement, today announced financial results for the first quarter ended March 31, 2023. Amwell First Quarter 2023 Highlights: • Recorded Total Revenue of $64.0 million o Achieved subscription revenue of $28.7 million o Recorded AMG Visit revenue |
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| May 3, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 03, 2023 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 3, 2023 |
American Well Corporation Non-Employee Director Compensation Policy Exhibit 10.2 AMERICAN WELL CORPORATION NON-EMPLOYEE DIRECTOR COMPENSATION POLICY Originally Adopted November 2, 2020; and Amended and Restated on April 20, 2023 Non-employee members of the board of directors (the “Board”) of American Well Corporation (the “Company”) shall be eligible to receive cash and equity compensation as set forth in this Non-Employee Director Compensation Policy (this “Polic |
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| May 3, 2023 |
Employment Agreement between American Well Corporation and Vaughn Paunovich, dated May 19, 2022 Exhibit 10.1 AMERICAN WELL CORPORATION EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) is hereby entered into as of May 19, 2022 (the “Effective Date”) by and between American Well Corporation, a Delaware corporation (the “Company”), and Vaughn Paunovich, an individual (the “Executive”) (hereinafter collectively referred to as “the parties”). Where the context requires, references |
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| April 28, 2023 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitte |
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| April 28, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e) |
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| February 23, 2023 |
Exhibit 4.13 AMENDMENT No. 2 to MERGER AGREEMENT This AMENDMENT NO. 2 (this “Amendment”) to the Merger Agreement (as defined below), as amended, effective as of December 21, 2022 (the “Effective Date”), is entered into by and among American Well Corporation, a Delaware corporation (“Parent”), SilverCloud Health, LLC, a Delaware limited liability company (as successor-in-interest to SilverCloud Hea |
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| February 23, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-39515 American Well |
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| February 23, 2023 |
Subsidiaries of the Registrant Exhibit 21.1 Subsidiaries of the Registrant Entity Name Jurisdiction of Organization Aligned Telehealth, LLC Delaware American Well Israel Ltd Israel Avizia LLC Delaware National Telehealth Network, LLC Delaware Conversa Health, LLC Delaware SilverCloud Health Holdings, LLC Delaware SilverCloud Health, Ltd. Ireland SilverCloud Health UK Limited England SilverCloud Health Inc Delaware SilverCloud H |
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| February 22, 2023 |
AMWELL ANNOUNCES RESULTS FOR FOURTH QUARTER And Full Year 2022 Exhibit 99.1 AMWELL ANNOUNCES RESULTS FOR FOURTH QUARTER And Full Year 2022 BOSTON, February 22, 2023 -(BUSINESS WIRE)- Amwell® (NYSE: AMWL), a leader in digital healthcare enablement, today announced financial results for the fourth quarter and full year ended December 31, 2022. Fourth Quarter 2022 Highlights: • Recorded total revenue of $79.2 million in the fourth quarter of 2022, representing 9 |
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| February 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 22, 2023 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commis |
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| February 14, 2023 |
AMWL / American Well Corp / Caledonia (Private) Investments Pty Ltd Passive Investment SC 13G/A 1 caledonia-amwl123122a1.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* American Well Corporation (Name of Issuer) Class A common stock, par value $0.01 per share (Title of Class of Securities) 03044L105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statem |
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| February 13, 2023 |
AMWL / American Well Corp / Schoenberg Ido - FORM SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* American Well Corporation (Name of Issuer) Class A Common Stock, par value $0.01 par value per share (Title of Class of Securities) 03044L105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate b |
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| February 13, 2023 |
Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to (i) this joint filing on behalf of each of them of a statement on Schedule 13G (including any amendments thereto) with respect to the Class A Common Stock of American Well Corporation, par value $0.01 per share, and (ii) that this Joint Filing |
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| February 10, 2023 |
AMWL / American Well Corp / Senvest Management, LLC - AMERICAN WELL CORPORATION Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* American Well Corporation (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 03044L105 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru |
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| February 9, 2023 |
AMWL / American Well Corp / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1)* Name of issuer: American Well Corp. Class A Title of Class of Securities: Common Stock CUSIP Number: 03044L105 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is |
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| December 30, 2022 |
606,618 SHARES OF CLASS A COMMON STOCK OFFERED BY THE SELLING STOCKHOLDERS Filed Pursuant to Rule 424(b)(7) Registration No. 333-260157 PROSPECTUS SUPPLEMENT NO. 3 (TO PROSPECTUS DATED OCTOBER 8, 2021) 606,618 SHARES OF CLASS A COMMON STOCK OFFERED BY THE SELLING STOCKHOLDERS This prospectus supplement registers an additional 606,618 shares of the Company’s Class A common stock for offer and sale, from time to time, in one or more offerings, by the selling stockholders n |
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| December 30, 2022 |
EX-FILING FEES 2 dp186338exfilingfees.htm EXHIBIT 107.1 Exhibit 107.1 Calculation of Filing Fee Tables 424(b)(7) (Form Type) American Well Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum |
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| December 1, 2022 |
Exhibit 10. 3 ANTHEM BLUE CROSS PROVIDER AGREEMENT WITH Online Care Group, P.C. Certain confidential information contained in this document, marked by [**], has been omitted because American Well Corporation has determined that the information (i) is not material and (ii) is the type that American Well Corporation customarily and actually treats as private or confidential. 1 ANTHEM BLUE CROSS PROV |
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| December 1, 2022 |
Exhibit 10.4 ANTHEM BLUE CROSS AND BLUE SHIELD PROVIDER AGREEMENT WITH Online Care Group, P.C. Certain confidential information contained in this document, marked by [**], has been omitted because American Well Corporation has determined that the information (i) is not material and (ii) is the type that American Well Corporation customarily and actually treats as private or confidential. 1 ANTHEM |
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| December 1, 2022 |
Exhibit 10.1 MASTER SERVICES AGREEMENT This Master Services Agreement, by and between Elevance Health, Inc., an Indiana corporation (?Elevance Health?), and American Well Corporation, a Delaware corporation (?Supplier?), is entered into as of January 1, 2023 (the ?Effective Date?). In consideration of the covenants and agreements contained herein, and other good and valuable consideration, the rec |
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| December 1, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K 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 28, 2022 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commis |
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| December 1, 2022 |
Exhibit 10.2 STATEMENT OF WORK This Statement of Work is made pursuant to, and incorporates the terms of, the Master Services Agreement (the ?Agreement?) dated January 1, 2023, as amended by and between Elevance Health, Inc., an Indiana corporation, f/n/a/ Anthem Inc. (?Company or ?Elevance Health? or ?Elevance?), and American Well Corporation (?Supplier?). I. DEFINITIONS All capitalized terms use |
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| November 8, 2022 |
Exhibit 10.6 AMENDMENT NO. 10 TO THE AMENDED AND RESTATED VENDOR AGREEMENT BETWEEN ANTHEM, INC. AND AMERICAN WELL CORPORATION This Amendment No. 10 (?Amendment No. 10?), dated and effective as of October 1, 2022 (?Amendment Effective Date?), is by and between Elevance Health, Inc., (?ANTHEM?) on behalf of itself and its Affiliates (?Elevance Health?) and American Well Corporation (?Supplier?), and |
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| November 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39515 American |
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| November 8, 2022 |
Exhibit 10.1 AMENDMENT NO. 1 EMPLOYMENT AGREEMENT THIS AMENDMENT NO. 1 (this ?Amendment?) to the Employment Agreement by and between Kurt Knight (?Executive?) and American Well Corporation, a Delaware corporation (the ?Company?), dated as of August 26, 2020 (the ?Original Agreement?), is entered into by and between the Company and Executive as of the last date set forth on the signature page below |
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| November 8, 2022 |
Exhibit 10.2 AMENDMENT NO. 1 EMPLOYMENT AGREEMENT THIS AMENDMENT NO. 1 (this ?Amendment?) to the Employment Agreement by and between Robert Shepardson (?Executive?) and American Well Corporation, a Delaware corporation (the ?Company?), dated as of September 15, 2021 (the ?Original Agreement?), is entered into by and between the Company and Executive as of the last date set forth on the signature p |
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| November 8, 2022 |
Exhibit 10.3 AMENDMENT NO. 1 EMPLOYMENT AGREEMENT THIS AMENDMENT NO. 1 (this ?Amendment?) to the Employment Agreement by and between Phyllis Gotlib (?Executive?) and American Well Corporation, a Delaware corporation (the ?Company?), dated as of April 8, 2022 (the ?Original Agreement?), is entered into by and between the Company and Executive as of the last date set forth on the signature page belo |
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| November 8, 2022 |
Exhibit 10.4 AMENDMENT NO. 8 TO AMENDED AND RESTATED VENDOR AGREEMENT This Amendment No. 8 (?Amendment?), effective as of January 1, 2022 (?Amendment 8 Effective Date?), is made to that certain Amended and Restated Vendor Agreement (the ?Agreement?), dated December 23, 2014, by and among American Well Corporation, a Delaware corporation (?Vendor?), and Anthem, Inc. (?Anthem?), on behalf of itself |
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| November 8, 2022 |
Exhibit 10.5 Amendment 9 to the MSA Agreement Between Anthem, Inc. and American Well This 9 Amendment (?Amendment?) dated and effective as of October 1, 2022 (?Amendment Effective Date?) is by and between Elevance Health, Inc., on behalf of itself and its Affiliates (?Elevance Health?) and American Well (?Supplier?) and amends that certain MSA Agreement between the parties dated June 10, 2010 (the |
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| November 7, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K 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 07, 2022 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commis |
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| November 7, 2022 |
AMWELL ANNOUNCES RESULTS FOR Third QUARTER 2022 Exhibit 99.1 AMWELL ANNOUNCES RESULTS FOR Third QUARTER 2022 BOSTON, November 7, 2022 -(BUSINESS WIRE)- Amwell? (NYSE: AMWL), a leader in digital healthcare enablement, today announced financial results for the third quarter ended September 30, 2022. Amwell Third Quarter 2022 Highlights: ? Recorded Total Revenue of $69.2 million in the third quarter of 2022, representing 11% growth compared to $62 |
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| November 3, 2022 |
Amwell Announces Appointment of Robert Webb to its Board of Directors Exhibit 99.1 Amwell Announces Appointment of Robert Webb to its Board of Directors BOSTON, November 3, 2022 /BusinessWire/ - Amwell?, (NYSE: AMWL) a leader in digital healthcare enablement, today announced the appointment of Robert Webb to the Company?s Board of Directors, effective immediately. Mr. Webb will further strengthen the Amwell Board and market position, bringing deep healthcare technol |
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| November 3, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2022 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commiss |
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| October 14, 2022 |
AMWL / American Well Corp / Senvest Management, LLC - AMERICAN WELL CORPORATION Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* American Well Corporation (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 03044L105 (CUSIP Number) October 12, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p |
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| August 12, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 09, 2022 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commissi |
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| August 5, 2022 |
Exhibit 4.2 AMENDMENT No. 1 to MERGER AGREEMENT This AMENDMENT NO. 1 (this ?Amendment?) to the Merger Agreement (as defined below), effective as of May 11, 2022 (the ?Revenue Earn-Out Date?), is entered into by and among American Well Corporation, a Delaware corporation (?Parent?), SilverCloud Health Holdings Inc., a Delaware corporation (the ?Company?), and Fortis Advisors, LLC (the ?Securityhold |
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| August 5, 2022 |
Exhibit 10.4 AMERICAN WELL CORP 2020 EQUITY INCENTIVE PLAN NOTICE OF PERFORMANCE SHARE UNIT AGREEMENT Name of Participant: Roy Schoenberg Address: I c/o American Well Corp 75 State Street, 26th Floor Boston, MA 02109 Date of Grant: May 16, 2022 Performance Period: May 16, 2022 - May 16, 2025 Target Number of Performance Share Units: 1,000,000 Maximum Number of Earned Performance Share Units: 7,500 |
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| August 5, 2022 |
Exhibit 10.3 AMERICAN WELL CORP 2020 EQUITY INCENTIVE PLAN NOTICE OF PERFORMANCE SHARE UNIT AGREEMENT For Israeli Participant not under Section 102 Name of Participant: Ido Schoenberg Address: I c/o American Well Corp 75 State Street, 26th Floor Boston, MA 02109 Date of Grant: May 16, 2022 Performance Period: May 16, 2022 - May 16, 2025 Target Number of Performance Share Units: 1,000,000 Maximum N |
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| August 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39515 American Well |
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| August 4, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition Hi UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 04, 2022 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commi |
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| August 4, 2022 |
AMWELL ANNOUNCES RESULTS FOR SECOND QUARTER 2022 Exhibit 99.1 AMWELL ANNOUNCES RESULTS FOR SECOND QUARTER 2022 BOSTON, AUGUST 4, 2022 -(BUSINESS WIRE)- Amwell? (NYSE: AMWL), a digital care delivery leader, today announced financial results for the second quarter ended June 30, 2022. Amwell Second Quarter 2022 Highlights: ? Recorded Total Revenue of $64.5 million in the second quarter of 2022, representing a 7% increase compared to $60.2 million |
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| June 24, 2022 |
As filed with the Securities and Exchange Commission on June 24, 2022 S-8 1 dp175848s8.htm FORM S-8 As filed with the Securities and Exchange Commission on June 24, 2022 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 7372 20-5009396 (State or Other Jurisdiction of Inc |
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| June 24, 2022 |
Exhibit 107 FILING FEE TABLES FOR FORM S-8 Calculation of Filing Fee Tables Form S-8 (Form Type) AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Title of Each Class of Securities to be Registered Fee Calculation Rule Amount to be Registered(1) Proposed Maximum Offering Price Per Share(2) Proposed Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee(3) Equity Class A Common Stock, $0. |
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| June 15, 2022 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 13, 2022 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 31, 2022 |
4,959,856 SHARES OF CLASS A COMMON STOCK OFFERED BY THE SELLING STOCKHOLDERS Filed Pursuant to Rule 424(b)(7) Registration No. 333-260157 PROSPECTUS SUPPLEMENT NO. 2 (TO PROSPECTUS DATED OCTOBER 8, 2021) 4,959,856 SHARES OF CLASS A COMMON STOCK OFFERED BY THE SELLING STOCKHOLDERS This prospectus supplement registers an additional 4,959,856 shares of the Company?s Class A common stock for offer and sale, from time to time, in one or more offerings, by the selling stockholde |
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| May 31, 2022 |
Exhibit 107.1 Calculation of Filing Fee Tables 424(b)(7) (Form Type) American Well Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registratio |
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| May 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 19, 2022 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 16, 2022 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-39515 20-5009396 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| May 17, 2022 |
Unregistered Sales of Equity Securities UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 11, 2022 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commission |
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| May 10, 2022 |
Exhibit 4.1 AMENDMENT No. 1 to MERGER AGREEMENT This AMENDMENT NO. 1 (this ?Amendment?) to the Merger Agreement (as defined below), effective as of March 31, 2022 (the ?Revenue Earn-Out Date?), is entered into by and among American Well Corporation, a Delaware corporation (?Parent?), Conversa Health, Inc., a Delaware corporation (the ?Company?), and Fortis Advisors, LLC (the ?Securityholder Repres |
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| May 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39515 American Wel |
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| May 10, 2022 |
Exhibit 10.1 AMERICAN WELL CORP 2020 EQUITY INCENTIVE PLAN NOTICE OF PERFORMANCE SHARE UNIT AGREEMENT Name of Participant: ###PARTICIPANTNAME### Address: ###HOMEADDRESS### Date of Grant: March 1, 2022 Performance Period: March 1, 2022 ? February 28, 2025 Target Number of Performance Share Units: ###TOTALAWARDS### Type of Shares Issuable on Vesting: Class A Common Stock Vesting Schedule: The PSUs s |
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| May 10, 2022 |
Amendment to the 2020 Employee Stock Purchase Plan Exhibit 10.2 AMERICAN WELL CORPORATION AMENDMENT TO THE 2020 EMPLOYEE STOCK PURCHASE PLAN As Effective April 27, 2022 This Amendment, effective as April 27, 2022, is made to that certain American Well Corporation 2020 Equity Plan (the ?Plan?). Unless otherwise defined herein, capitalized terms used herein shall have the meanings given to such terms in the Plan. NOW, THEREFORE, the Plan is hereby a |
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| May 9, 2022 |
AMWELL ANNOUNCES RESULTS FOR First QUARTER 2022 Exhibit 99.1 AMWELL ANNOUNCES RESULTS FOR First QUARTER 2022 ? Total Revenue was $64.2 million, compared to $57.6 million ? Gross margin was 42.8%, compared to 38.0% ? Total active providers were ~102,000 compared to 91,000 last quarter ? Total visits were ~1.8 million, compared to ~1.5 million last quarter ? Converge platform development and implementation on track BOSTON, May 9, 2022 -(BUSINESS |
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| May 9, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 09, 2022 American Well Corporation (Exact name of Registrant as Specified in Its Charter) Delaware 001-39515 20-5009396 (State or Other Jurisdiction of Incorporation) (Commission |
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| April 29, 2022 |
DEFA14A 1 d161131ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commissi |
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| April 29, 2022 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitte |
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| April 14, 2022 |
Employment Agreement between American Well Corporation and Phyllis Gotlib, dated April 8, 2022 Exhibit 10.1 AMERICAN WELL CORPORATION EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the ?Agreement?) is hereby entered into as of April 8, 2022 (the ?Effective Date?) by and between American Well Corporation through its Israeli branch, registration no. 560034696, address at 11 Menachem Begin Road, Ramat Gan, Israel (the ?Company?), and Phyllis Gotlib, I.D (the ?Executive?) (hereinafter collecti |
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| April 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 8, 2022 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-39515 20-5009396 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| March 31, 2022 |
Exhibit 107 Calculation of Filing Fee Tables 424(b)(7) (Form Type) American Well Corporation (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial Effective Date Filing Fee Previously Paid In Connection with Unsold Securities to be Carried Forward Newly Registered Securities Fees to be Paid Equity Common Stock Rule 457(r) and Rule 457(c) (1) 1,017,168 $4. |
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| March 31, 2022 |
1,017,168 SHARES OF CLASS A COMMON STOCK OFFERED BY THE SELLING STOCKHOLDERS Filed Pursuant to Rule 424(b)(7) Registration No. 333-260157 PROSPECTUS SUPPLEMENT NO. 1 (TO PROSPECTUS DATED OCTOBER 8, 2021) 1,017,168 SHARES OF CLASS A COMMON STOCK OFFERED BY THE SELLING STOCKHOLDERS This prospectus supplement registers an additional 1,017,168 shares of the Company?s Class A common stock for offer and sale, from time to time, in one or more offerings, by the selling stockholde |
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| March 7, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 1, 2022 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-39515 20-5009396 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| February 28, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K 0Fdf UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-39515 American W |
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| February 28, 2022 |
Exhibit 10.34 AMENDMENT NO. 7 TO AMENDED AND RESTATED VENDOR AGREEMENT This Amendment No. 7 (?Amendment?), effective as of October 4, 2021 (?Amendment 7 Effective Date?), is made to that certain Amended and Restated Vendor Agreement (the ?Agreement?), dated December 23, 2014, by and among American Well Corporation, a Delaware corporation (?Vendor?), and Anthem, Inc. (?Anthem?), on behalf of itself |
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| February 28, 2022 |
Exhibit 10.41 AMERICAN WELL CORPORATION SUB PLAN TO THE 2020 EMPLOYEE STOCK PURCHASE PLAN REPUBLIC OF IRELAND AND THE UNITED KINGDOM As Effective February 8, 2022 1.Overview. This plan (the "Sub Plan") was adopted by the Board of Directors (the "Board") of the American Well Corporation (the "Company") on February 8, 2022 as a sub plan of the American Well Corporation 2020 Employee Stock Purchase P |
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| February 28, 2022 |
Subsidiaries of the Registrant Exhibit 21.1 Subsidiaries of the Registrant Entity Name Jurisdiction of Organization Aligned Telehealth, LLC Delaware American Well Israel Ltd Israel Avizia LLC Delaware National Telehealth Network, LLC Delaware Conversa Health, LLC Delaware SilverCloud Health Holdings, Inc. Delaware SilverCloud Health, Ltd. Ireland SilverCloud Health UK Limited England SilverCloud Health Inc Delaware SilverCloud |
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| February 28, 2022 |
Sub Plan to the 2020 Equity Incentive Plan Republic of Ireland and the United Kingdom Exhibit 10.39 AMERICAN WELL CORPORATION SUB PLAN TO THE 2020 EQUITY INCENTIVE PLAN REPUBLIC OF IRELAND AND THE UNITED KINGDOM As Effective October 14, 2021 1.Overview. This plan (the "Sub Plan") was adopted by the Board of Directors (the "Board") of the American Well Corporation (the "Company") on October 14, 2021 as a sub plan of the American Well Corporation 2020 Equity Incentive Plan (the "Main |
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| February 24, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 24, 2022 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-39515 20-5009396 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| February 24, 2022 |
Amwell® Announces Results for Fourth Quarter 2021 and Full Year 2021 Exhibit 99.1 Amwell? Announces Results for Fourth Quarter 2021 and Full Year 2021 ? Total 2021 revenue of $252.8 million ? Gross margins of 41% for full year ? Total visits of 5.8 million ? Total active providers of approximately 91,000 at year end versus 80,000 last quarter and 72,000 last year ? Provides initial 2022 guidance BOSTON, February 24, 2021 /BusinessWire/ ? Amwell? (NYSE: AMWL) (the ? |
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| February 15, 2022 |
AMWL / American Well Corp / Caledonia (Private) Investments Pty Ltd Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| February 14, 2022 |
EX-99.1 2 d274653dex991.htm EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to (i) this joint filing on behalf of each of them of a statement on Schedule 13G (including any amendments thereto) with respect to the Class A Common Stock of American Well Corporation, par value $0.01 per sha |
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| February 14, 2022 |
AMWL / American Well Corp / Schoenberg Ido - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* American Well Corporation (Name of Issuer) Class A Common Stock, par value $0.01 par value per share (Title of Class of Securities) 03044L105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate b |
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| February 9, 2022 |
AMWL / American Well Corp / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: American Well Corp. Class A Title of Class of Securities: Common Stock CUSIP Number: 03044L105 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ Rule 13d-1( |
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| February 9, 2022 |
AMWL / American Well Corp / ALLIANZ SE - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* AMERICAN WELL CORPORATION (Name of Issuer) Class A Common Stock (Title of Class of Securities) 03044L105 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to |
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| November 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39515 American |
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| November 12, 2021 |
Exhibit 10.40 AMENDMENT TO Amended & RESTATED EMPLOYMENT AGREEMENT This Amendment to Amended and Restated Employment Agreement (the ?Amendment?), amends the Amended & Restated Employment Agreement (the ?Agreement?), entered into as of March 24, 2021 by and between American Well Corporation, a Delaware corporation (the ?Company?), and Keith Anderson, an individual (the ?Executive?), (hereinafter co |
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| November 12, 2021 |
Exhibit 10.41 AMENDMENT NO. 6 TO AMENDED AND RESTATED VENDOR AGREEMENT This Amendment No. 6 (?Amendment?), effective as of July 30, 2021 (?Amendment 5 Effective Date?), is made to that certain Amended and Restated Vendor Agreement (the ?Agreement?), dated December 23, 2014, by and among American Well Corporation, a Delaware corporation (?Vendor?), and Health Management Corporation (HMC) dba LiveHe |
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| November 12, 2021 |
Exhibit 10.39 ADDENDUM TO EMPLOYMENT AGREEMENT THIS ADDENDUM TO EMPLOYMENT AGREEMENT (the ?Addendum?) is made this 29th day of June, 2021 by and between American Well Corporation (Israeli Branch), company No. 560034696, located at Menachem Begin 11, Ramat Gan Israel, (the ?Company?) on the one hand, and Ido Schoenberg, Passport No. 23851865, resident in 17 Nof Tavor, Kfar Kisch 19330, Israel, (the |
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| November 10, 2021 |
Amwell® Announces Results for Third Quarter 2021 Exhibit 99.1 Amwell? Announces Results for Third Quarter 2021 ? Revenue of $62.2 million in the third quarter ? Gross margins of 43% of revenue compared to 33% last year ? Total visits of 1.4 million ? Total active providers of approximately 80,000 at the end of the third quarter versus 71,000 last quarter and 62,000 last year ? Converge platform development and implementation on track BOSTON, Nov |
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| November 10, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K 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 10, 2021 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-39515 20-5009396 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| October 8, 2021 |
Exhibit 4.9 Certain confidential information contained in this document, marked by [***], has been omitted because American Well Corporation has determined that the information (i) is not material and (ii) is the type that American Well Corporation customarily and actually treats as private or confidential. AGREEMENT AND PLAN OF MERGER BY AND AMONG AMERICAN WELL CORPORATION, SILVERCLOUD HEALTH HOL |
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| October 8, 2021 |
As filed with the Securities and Exchange Commission on October 8, 2021. As filed with the Securities and Exchange Commission on October 8, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in Its Charter) Delaware 20-5009396 (State or Other Jurisdiction of Incorporation or Organization) (I.R |
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| October 8, 2021 |
Exhibit 4.10 Certain confidential information contained in this document, marked by [***], has been omitted because American Well Corporation has determined that the information (i) is not material and (ii) is the type that American Well Corporation customarily and actually treats as private or confidential. AGREEMENT AND PLAN OF MERGER BY AND AMONG AMERICAN WELL CORPORATION, CONVERSA HEALTH, INC. |
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| September 21, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 15, 2021 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-39515 20-5009396 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| September 21, 2021 |
Exhibit 99.2 Robert Shepardson of Morgan Stanley to Join Amwell?s Leadership as CFO and Head of M&A Mr. Shepardson will join Amwell on October 31st and will succeed current CFO Keith Anderson following a transition period Boston, MA., September 21, 2021 ? Amwell?, (NYSE: AMWL) a national telehealth leader, today announced the appointment of Robert Shepardson to the position of Chief Financial Offi |
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| September 21, 2021 |
Exhibit 10.1 AMERICAN WELL CORPORATION EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the ?Agreement?) is hereby entered into as of September 15, 2021 (the ?Effective Date?) by and between American Well Corporation, a Delaware corporation (the ?Company?), and Robert Shepardson, an individual (the ?Executive?) (hereinafter collectively referred to as ?the parties?). Where the context requires, ref |
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| September 7, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 2, 2021 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-39515 20-5009396 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| August 12, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39515 American Well |
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| August 11, 2021 |
Amwell® Announces Results for Second Quarter 2021 Exhibit 99.1 Amwell? Announces Results for Second Quarter 2021 ? Revenue of $60.2 million in the second quarter increased 5% over last quarter ? Gross margins increased 600 bps to 44% of revenue versus 38% last quarter ? Total visits of 1.3 million versus 1.6 million last quarter ? $12 million increase to annual EBITDA guidance BOSTON, August 11, 2021 /BusinessWire/ ? Amwell?, (NYSE: AMWL) (the ?C |
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| August 11, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 11, 2021 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-39515 20-5009396 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| July 28, 2021 |
EX-99.2 3 d140118dex992.htm EX-99.2 Amwell Acquisition Summaries of: 1) Silver Cloud Heath and, 2) Conversa Health July 28, 2021 Exhibit 99.2 AMWELL PRODUCT OFFERING APPS CAREPOINTS SERVICES PROGRAMS & MODULES PLATFORM IMPROVED OUTCOMES LONGITUDINAL AUTOMATION BEHAVIORAL HEALTH AUTOMATION SilverCloud – Overview and Strategic Rationale for Acquisition OVERVIEW Digital behavioral health platform tha |
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| July 28, 2021 |
Exhibit 99.1 Amwell Enhances Virtual Care Platform with Two Acquisitions: SilverCloud Health and Conversa Health Transactions Advance Amwell?s Strategy to Enable Health Systems? and Health Plans? Telehealth Programs with Ongoing Organic and Inorganic Platform Enhancements Acquisitions Bring Proven Longitudinal Care and Behavioral Healthcare Capabilities, Expanding Amwell?s Ability to Improve Patie |
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| July 28, 2021 |
Regulation FD Disclosure, Unregistered Sales of Equity Securities, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 27, 2021 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-39515 20-5009396 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| July 23, 2021 |
Employment Agreement between American Well Corporation and Brendan O’Grady, dated July 19, 2021 EX-10.1 2 d182376dex101.htm EX-10.1 Exhibit 10.1 AMERICAN WELL CORPORATION EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) is hereby entered into as of July 19, 2021 (the “Effective Date”) by and between American Well Corporation, a Delaware corporation (the “Company”), and Brendan O’Grady, an individual (the “Executive”) (hereinafter collectively referred to as “the parties”). Wh |
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| July 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 19, 2021 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-39515 20-5009396 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| June 21, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 14, 2021 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-39515 20-5009396 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| June 21, 2021 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 15, 2021 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-39515 20-5009396 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| May 14, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defi |
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| May 13, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-39515 American Wel |
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| May 12, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2021 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-39515 20-5009396 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| May 12, 2021 |
Amwell® Announces Results for First Quarter 2021 Exhibit 99.1 Amwell? Announces Results for First Quarter 2021 ? Total active providers of approximately 81,000 at the end of the first quarter increased 240% compared to a year ago ? Total visits of 1.6 million in the first quarter increased 120% compared to a year ago ? Total visits since inception surpassed 10 million in the first quarter with 5.9 million added in 2020 ? Revenue of $57.6 million |
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| April 30, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14 |
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| April 30, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin |
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| March 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File Number 001-39515 American Well C |
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| March 26, 2021 |
Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 EX-4.7 2 amwl-ex4710.htm EX-4.7 Exhibit 4.7 DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of December 31, 2020, American Well Corporation (the “Company”) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: the Class A common stock, par value $0.01 per share, of the Company. The following |
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| March 26, 2021 |
Non-Employee Director Compensation Policy EX-10.36 3 amwl-ex103697.htm EX-10.36 Exhibit 10.36 AMERICAN WELL CORPORATION NON-EMPLOYEE DIRECTOR COMPENSATION POLICY Non-employee members of the board of directors (the “Board”) of American Well Corporation (the “Company”) shall be eligible to receive cash and equity compensation as set forth in this Non-Employee Director Compensation Policy (this “Policy”). The cash and equity compensation des |
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| March 26, 2021 |
Exhibit 10.38 AMERICAN WELL CORPORATION AMENDED & RESTATED EMPLOYMENT AGREEMENT THIS AMENDED & RESTATED EMPLOYMENT AGREEMENT (the ?Agreement?) is hereby entered into as of March 24, 2021 (the ?Effective Date?), and amends and restates in its entirety that Employment Agreement entered into as of September 7, 2020 by and between American Well Corporation, a Delaware corporation (the ?Company?), and |
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| March 26, 2021 |
2020 Employee Stock Purchase Plan Sub-Plan for Israeli Participants EX-10.37 4 amwl-ex103711.htm EX-10.37 Exhibit 10.37 AMERICAN WELL CORPORATION 2020 Employee Stock Purchase Plan Sub-Plan for Israeli Participants 1. Special Provisions for Persons who are Israeli Taxpayers 1.1This Sub-Plan (the “Sub-Plan”) supplements the American Well Corporation 2020 Employee Stock Purchase Plan, as amended from time to time (the “Plan”), in accordance with the Administrator’s a |
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| March 24, 2021 |
Amwell® Announces Results for Fourth Quarter and Full Year 2020 EX-99.1 Exhibit 99.1 Amwell® Announces Results for Fourth Quarter and Full Year 2020 • Total year-end active providers increased ~950%, or 65,000 over the prior year, to ~72,000 • Q4 total visits increased 300% to 1.6 million compared to the prior year • Total 2020 visits increased 400% to 5.9 million compared to the prior year • Q4 revenue increased 34% to $60.4 million and full year increased 65 |
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| March 24, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 24, 2021 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-39515 20-5009396 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| February 16, 2021 |
SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* American Well Corporation (Name of Issuer) Class A Common Stock, par value $0.01 par value per share (Title of Class of Securities) 03044L105 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropr |
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| February 16, 2021 |
EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to (i) this joint filing on behalf of each of them of a statement on Schedule 13G (including any amendments thereto) with respect to the Class A Common Stock of American Well Corporation, par value $0.01 per share, and (ii) that this Joint |
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| February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 AMERICAN WELL CORPORATION (Name of Issuer) Class A Common Stock (Title of Class of Securities) 03044L105 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule |
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| February 11, 2021 |
SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. |
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| January 15, 2021 |
11,280,647 Shares Class A Common Stock 424B4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration No. 333-252047 PROSPECTUS 11,280,647 Shares Class A Common Stock The selling stockholders identified in this prospectus are offering 11,280,647 shares of our Class A common stock. We will not receive any of the proceeds from the sale of shares of Class A common stock by the selling stockholders. Our Class A common stock is liste |
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| January 12, 2021 |
Form of Underwriting Agreement EX-1.1 Exhibit 1.1 [ 🌑 ] Shares AMERICAN WELL CORPORATION CLASS A COMMON STOCK (PAR VALUE $0.01 PER SHARE) UNDERWRITING AGREEMENT [ 🌑 ], 2021 [ 🌑 ], 2021 Morgan Stanley & Co. LLC Goldman Sachs & Co. LLC Piper Sandler & Co. UBS Securities LLC As Representatives of the several Underwriters named in Schedule I hereto c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 c/o Goldman S |
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| January 12, 2021 |
Results of Operations and Financial Condition - 8-K 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 12, 2021 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-39515 20-5009396 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| January 12, 2021 |
VIA EDGAR January 12, 2021 Re: American Well Corporation Registration Statement on Form S-1 File No. |
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| January 12, 2021 |
Employment Agreement between American Well Corporation and Phyllis Gotlib, dated January 1, 2018 EX-10.29 Exhibit 10.29 EMPLOYMENT AGREEMENT THIS AGREEMENT is entered into as of January 1st, 2018 by and between American Well Corporation through its Israeli branch (the “Company”) and Phyllis Gotlib, Israeli ID No. (the “Employee”) WHEREAS The Company desires to employ the Employee in the position set forth in Exhibit A hereto (the “Position”) and the Employee desires to enter into such employm |
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| January 12, 2021 |
Via EDGAR Submission January 12, 2021 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| January 12, 2021 |
S-1 Table of Contents As filed with the Securities and Exchange Commission on January 12, 2021. |
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| January 6, 2021 |
Exhibit 10.29 EMPLOYMENT AGREEMENT THIS AGREEMENT is entered into as of January 1st, 2018 by and between American Well Corporation through its Israeli branch (the ?Company?) and Phyllis Gotlib, Israeli ID No. (the ?Employee?) WHEREAS The Company desires to employ the Employee in the position set forth in Exhibit A hereto (the ?Position?) and the Employee desires to enter into such employment, on t |
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| January 6, 2021 |
Table of Contents Confidential Treatment Requested by American Well Corporation Pursuant to 17 C. |
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| November 13, 2020 |
10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| November 12, 2020 |
Amwell® Announces Results for Third Quarter 2020 EX-99.1 2 d39464dex991.htm EX-99.1 Exhibit 99.1 Amwell® Announces Results for Third Quarter 2020 • Total active providers of approximately 62,000 at the end of the third quarter increased 930% compared to a year ago • Total visits of 1,414,000 in the third quarter increased 450% compared to a year ago • Revenue of $62.6 million in the third quarter increased 80% compared to a year ago • Announced |
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| November 12, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K 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 12, 2020 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-39515 20-5009396 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| October 9, 2020 |
Amwell Announces Appointment of Deborah C. Jackson to its Board of Directors EX-99.1 Exhibit 99.1 Amwell Announces Appointment of Deborah C. Jackson to its Board of Directors Boston, MA., October 9, 2020 – Amwell®, (NYSE: AMWL) (the “Company”) a national telehealth leader, today announced the appointment of Ms. Deborah C. Jackson to the Company’s Board of Directors, effective immediately. “We are thrilled to welcome Deborah to our Board of Directors,” said Ido Schoenberg, |
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| October 9, 2020 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 9, 2020 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-39515 20-5009396 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| September 22, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 22, 2020 AMERICAN WELL CORPORATION (Exact Name of Registrant as Specified in its Charter) Delaware 001-39515 20-5009396 (State or other jurisdiction of incorporation) (Commission File Number) (I. |
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| September 22, 2020 |
Exhibit 10.1 AMENDMENT NO. 5 AND JOINDER TO SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT This Amendment No. 5 and Joinder (this “Amendment”), effective as of September 21, 2020, is made to that certain Second Amended and Restated Investors’ Rights Agreement, dated as of October 8, 2010, by and among American Well Corporation, a Delaware corporation (the “Company”), the Investors and the |
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| September 22, 2020 |
Exhibit 99.1 Amwell Announces Closing of Upsized Initial Public Offering and Full Exercise of the Underwriters’ Option to Purchase Additional Shares BOSTON, MA — September 21, 2020 – Amwell®, a national telehealth leader, today announced the closing of its upsized initial public offering of 47,405,555 shares of its Class A common stock at an initial offering price of $18.00 per share, which includ |
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| September 18, 2020 |
Form of RSU Agreement under the 2020 Equity Incentive Plan Exhibit 99.2 AMERICAN WELL CORP 2020 EQUITY INCENTIVE PLAN NOTICE OF RESTRICTED STOCK UNIT AGREEMENT Name of Participant: Address: Date of Grant: Total Number of Restricted Stock Units: Type of Shares Issuable on Vesting: Common Stock Vesting Schedule: The RSUs shall vest according to the following vesting schedule: [Insert vesting schedule here] The Company and the Participant acknowledge receipt |
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| September 18, 2020 |
41,222,222 Shares Class A Common Stock 424B4 Table of Contents Filed Pursuant to Rule 424(b)(4) Registration Number: 333-248309 PROSPECTUS 41,222,222 Shares Class A Common Stock We are offering 41,222,222 shares of our Class A common stock. |
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| September 18, 2020 |
As filed with the Securities and Exchange Commission on September 18, 2020 Registration No. |
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| September 16, 2020 |
S-1MEF As filed with the Securities and Exchange Commission on September 16, 2020 Registration No. |
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| September 16, 2020 |
S-1/A Table of Contents As filed with the Securities and Exchange Commission on September 15, 2020 Registration No. |
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| September 14, 2020 |
8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 American Well Corporation (Exact Name of Registrant as Specified in Its Charter) DELAWARE (State of Incorporation or Organization) 20-5009396 (I.R.S. Employer Identification No.) American |
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| September 14, 2020 |
CORRESP September 14, 2020 Re: American Well Corporation Registration Statement on Form S-1 File No. |
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| September 14, 2020 |
CORRESP VIA EDGAR September 14, 2020 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| September 11, 2020 |
CORRESP September 11, 2020 Re: American Well Corporation Registration Statement on Form S-1 File No. |
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| September 11, 2020 |
CORRESP VIA EDGAR September 11, 2020 Securities and Exchange Commission Division of Corporation Finance 100 F Street, N. |
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| September 8, 2020 |
Employment Agreement between American Well Corporation and Kurt Knight, dated August 26, 2020 EX-10.34 Exhibit 10.34 AMERICAN WELL CORPORATION EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) is hereby entered into as of August 26, 2020 (the “Effective Date”) by and between American Well Corporation, a Delaware corporation (the “Company”), and Kurt Knight, an individual (the “Executive”) (hereinafter collectively referred to as “the parties”). Where the context requires, re |
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| September 8, 2020 |
S-1/A Table of Contents As filed with the Securities and Exchange Commission on September 8, 2020 Registration No. |
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| September 8, 2020 |
Employment Agreement between American Well Corporation and Keith Anderson, dated September 7, 2020 EX-10.35 Exhibit 10.35 EXECUTION VERSION AMERICAN WELL CORPORATION EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT (the “Agreement”) is hereby entered into as of September 7, 2020 (the “Effective Date”) by and between American Well Corporation, a Delaware corporation (the “Company”), and Keith Anderson, an individual (the “Executive”) (hereinafter collectively referred to as “the parties”). RECITAL |
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| September 8, 2020 |
CORRESP New York Northern California Washington DC São Paulo London Paris Madrid Tokyo Beijing Hong Kong Michael Kaplan Davis Polk & Wardwell LLP 450 Lexington Avenue New York, NY 10017 212 450 4111 tel 212 701 5111 fax michael. |
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| September 8, 2020 |
EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF AMERICAN WELL CORPORATION The Certificate of Incorporation of the corporation was filed with the Secretary of State of the State of Delaware on June 1, 2006, restated on October 7, 2010 and amended on March 14, 2012, December 16, 2014, December 23, 2015, January 7, 2017, May 29, 2018, July 19, 2019 and [●], 2020. Prompt writte |
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| September 8, 2020 |
EX-10.5 Exhibit 10.5 AMERICAN WELL CORPORATION 2020 EQUITY INCENTIVE PLAN 1. Purposes of the Plan. The purpose of this Plan is to advance the interests of the Company’s stockholders by enhancing the Company’s ability to attract, retain and motivate persons who make (or are expected to make) important contributions to the Company by providing such persons with incentive compensation and equity owne |
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| September 8, 2020 |
Form of Underwriting Agreement EX-1.1 Exhibit 1.1 [ 🌑 ] Shares AMERICAN WELL CORPORATION CLASS A COMMON STOCK (PAR VALUE $0.01 PER SHARE) UNDERWRITING AGREEMENT [ 🌑 ], 2020 [ 🌑 ], 2020 Morgan Stanley & Co. LLC Goldman Sachs & Co. LLC Piper Sandler & Co. As Representatives of the several Underwriters named in Schedule I hereto c/o Morgan Stanley & Co. LLC 1585 Broadway New York, New York 10036 c/o Goldman Sachs & Co. LLC 200 |
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| September 8, 2020 |
EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BYLAWS OF AMERICAN WELL CORPORATION * * * * * ARTICLE 1 OFFICES Section 1.01. Registered Office. The registered office of the Corporation shall be in the City of Wilmington, County of New Castle, State of Delaware. Section 1.02. Other Offices. The Corporation may also have offices at such other places both within and without the State of Delaware as the Boar |
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| September 8, 2020 |
Amended and Restated 2006 Employee, Director and Consultant Stock Plan, as amended EX-10.1 Exhibit 10.1 AMERICAN WELL CORPORATION 2006 EMPLOYEE, DIRECTOR AND CONSULTANT STOCK PLAN (As Amended and Restated Effective as of August, 2018) 1. DEFINITIONS. Unless otherwise specified or unless the context otherwise requires, the following terms, as used in this amended and restated American Well Corporation 2006 Employee, Director and Consultant Stock Plan, have the following meanings: |
