Talkspace (TALK) CLO sells 55,144 shares; RSU vesting triggers tax withholding

Q: How many Talkspace (TALK) shares were sold versus withheld for tax by Reilly?

The filing reports 55,144 Talkspace common shares sold in open-market transactions and 17,574 shares withheld to cover taxes. The withheld shares relate to vesting of previously reported restricted stock units, and are coded as a tax-withholding disposition rather than a market sale.

Q: What does the tax-withholding transaction mean in the Talkspace (TALK) Form 4?

The Form 4 includes an F-code transaction where 17,574 shares were withheld at $5.23 per share. A footnote explains these shares were retained by the issuer to satisfy tax withholding obligations from vesting restricted stock units, not sold in the open market.

Q: Is the Talkspace (TALK) insider transaction a buy or sell action overall?

Overall, the disclosed activity is a net sale of Talkspace common stock. The transaction summary shows two open-market sale entries totaling 55,144 shares and one tax-withholding disposition of 17,574 shares, with no share purchases or option exercises reported in this filing.

Filing Impact

(Moderate)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Talkspace, Inc. Chief Legal Officer and Secretary John Charles Reilly reported selling shares of the company’s common stock. On June 12, 2026, he completed open-market sales totaling 55,144 shares at prices of $5.21 and $5.22 per share. An additional 17,574 shares were withheld by the issuer at $5.23 per share to cover tax obligations tied to previously reported restricted stock unit vesting. Following these transactions, individual line items in the filing show direct holdings between 1,057,975 and 1,113,219 Talkspace common shares.

Insider Trade Summary

Net Seller: 55,144 shares ($287,309)

Net Sell 3 txns

Insider Reilly John Charles

Role Chief Legal Officer, Secretary

Sold 55,144 shs ($287K)

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	17,574	$5.23	$92K
Sale	Common Stock	900	$5.22	$5K
Sale	Common Stock	54,244	$5.21	$283K

Holdings After Transaction: Common Stock — 1,113,219 shares (Direct, null)

Footnotes (1)

[object Object]

Key Figures

Open-market sale 1: 54,244 shares at $5.21 Open-market sale 2: 900 shares at $5.22 Tax-withholding shares: 17,574 shares at $5.23 +4 more

7 metrics

Open-market sale 1 54,244 shares at $5.21 Common Stock, June 12, 2026, non-derivative S code

Open-market sale 2 900 shares at $5.22 Common Stock, June 12, 2026, non-derivative S code

Tax-withholding shares 17,574 shares at $5.23 Withheld for RSU tax obligations, F code

Holdings after sale line 1 1,057,975 shares Total shares following first reported sale

Holdings after sale line 2 1,112,219 shares Total shares following second reported sale

Holdings after tax-withholding line 1,113,219 shares Total shares following F-code disposition

Net sell shares 55,144 shares Net open-market sales per transaction summary

Key Terms

open-market sale, tax-withholding disposition, restricted stock units ("RSUs"), non-derivative, +1 more

5 terms

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

restricted stock units ("RSUs") financial

"in connection with the vesting of restricted stock units ("RSUs") previously reported"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

non-derivative financial

"transaction_type": "non-derivative""

net-sell financial

"netBuySellDirection": "net-sell""

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Form 4 Insider Transactions: What Each Field Means →

06/16/2026 - 09:30 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Reilly John Charles

(Last)

(First)

(Middle)

C/O TALKSPACE, INC.

2578 BROADWAY #607

(Street)

NEW YORK

10025

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Talkspace, Inc. [ TALK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Legal Officer, Secretary

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/12/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/12/2026		F		17,574⁽¹⁾	D	$5.23	1,113,219	D
Common Stock	06/12/2026		S		900	D	$5.22	1,112,219	D
Common Stock	06/12/2026		S		54,244	D	$5.21	1,057,975	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents the number of shares withheld by the issuer to satisfy applicable tax withholding obligations in connection with the vesting of restricted stock units ("RSUs") previously reported.

	By: /s/ John C. Reilly	06/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Talkspace (TALK) report for John Charles Reilly?

Talkspace reported that Chief Legal Officer John Charles Reilly sold common stock in open-market transactions. The Form 4 shows sales totaling 55,144 shares on June 12, 2026, at prices around $5.21–$5.22 per share, plus a separate tax-related share withholding.

At what prices did John Charles Reilly sell Talkspace (TALK) shares?

The Form 4 shows John Charles Reilly sold Talkspace common stock at $5.21 and $5.22 per share. These prices applied to two open-market sale entries covering 54,244 and 900 shares respectively, all dated June 12, 2026, and reported as non-derivative transactions.

How many Talkspace (TALK) shares were sold versus withheld for tax by Reilly?

The filing reports 55,144 Talkspace common shares sold in open-market transactions and 17,574 shares withheld to cover taxes. The withheld shares relate to vesting of previously reported restricted stock units, and are coded as a tax-withholding disposition rather than a market sale.

How many Talkspace (TALK) shares does John Charles Reilly hold after these transactions?

Post-transaction line items in the Form 4 show Reilly’s direct holdings between 1,057,975 and 1,113,219 Talkspace common shares. These figures reflect different reported entries following the sales and tax-withholding event on June 12, 2026, all classified as directly owned stock.

What does the tax-withholding transaction mean in the Talkspace (TALK) Form 4?

The Form 4 includes an F-code transaction where 17,574 shares were withheld at $5.23 per share. A footnote explains these shares were retained by the issuer to satisfy tax withholding obligations from vesting restricted stock units, not sold in the open market.

Is the Talkspace (TALK) insider transaction a buy or sell action overall?

Overall, the disclosed activity is a net sale of Talkspace common stock. The transaction summary shows two open-market sale entries totaling 55,144 shares and one tax-withholding disposition of 17,574 shares, with no share purchases or option exercises reported in this filing.