0000950170-24-071001.txt : 20240607 0000950170-24-071001.hdr.sgml : 20240607 20240607193756 ACCESSION NUMBER: 0000950170-24-071001 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240307 FILED AS OF DATE: 20240607 DATE AS OF CHANGE: 20240607 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Jennings Jay Walter CENTRAL INDEX KEY: 0001685730 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38924 FILM NUMBER: 241031175 MAIL ADDRESS: STREET 1: C/O UPHEALTH, INC. STREET 2: 14000 S. MILITARY TRAIL, SUITE 203 CITY: DELRAY BEACH STATE: FL ZIP: 33484 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: UpHealth, Inc. CENTRAL INDEX KEY: 0001770141 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HEALTH SERVICES [8000] ORGANIZATION NAME: 08 Industrial Applications and Services IRS NUMBER: 833838045 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 14000 S. MILITARY TRAIL STREET 2: SUITE 203 CITY: DELRAY BEACH STATE: FL ZIP: 33484 BUSINESS PHONE: 888.424.3646 MAIL ADDRESS: STREET 1: 14000 S. MILITARY TRAIL STREET 2: SUITE 203 CITY: DELRAY BEACH STATE: FL ZIP: 33484 FORMER COMPANY: FORMER CONFORMED NAME: GigCapital2, Inc. DATE OF NAME CHANGE: 20190308 4 1 ownership.xml 4 X0508 4 2024-03-07 0001770141 UpHealth, Inc. UPHL 0001685730 Jennings Jay Walter 14000 S. MILITARY TRAIL, SUITE 203 DELRAY BEACH FL 33484 false true false false Chief Financial Officer false Common Stock 2024-03-07 4 F false 411 0.70 D 25619 D Common Stock 2024-04-11 4 M false 1400 A 27019 D Common Stock 2024-04-11 4 F false 522 1.04 D 26497 D Common Stock 2024-05-22 4 F false 352 0.48 D 26145 D Common Stock 26030 D Performance Based Restricted Stock Unit 2024-04-11 4 M false 1400 0.00 D Common Stock 1400 1522 D The Company withheld 411 shares of stock subject to the Prior Time-based RSUs at the time of vesting for the purposes of satisfying tax obligations which arose in connection with the vesting of such Prior Time-based RSUs issued to the Reporting Person. Includes Time-based Restricted Stock Units ("Prior Time-based RSUs") of UpHealth, Inc. (the "Company"), that are subject to vesting pursuant to previously disclosed vesting schedules Performance-Based Restricted Stock Units ("Prior Performance-based RSUs") convert into Common Stock on a one-for-one basis. The Company withheld 522 shares of stock subject to the Prior Performance-based RSUs at the time of vesting for the purposes of satisfying tax obligations which arose in connection with the vesting of such Prior Performance-based RSUs issued to the Reporting Person. The Company withheld 352 shares of stock subject to the Prior Time-based RSUs at the time of vesting for the purposes of satisfying tax obligations which arose in connection with the vesting of such Prior Time-based RSUs issued to the Reporting Person. On July 6, 2022, the reporting person was granted 3,500 Prior Performance-based RSUs, which amount has been adjusted to reflect the 10-for-1 reverse stock split on the Common Stock of the Company on December 8, 2022. Each Prior Performance-based RSU represents the right to receive, following vesting, one share of Common Stock. The number of shares of Common Stock acquired upon vesting of the Prior Performance-based RSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Board of Directors on an annual basis, over three one-year performance periods beginning on the first day of the fiscal year of 2022 and ending on the last day of the fiscal year of 2024. The determination of whether such pre-established performance metrics were achieved during a performance period, and any vesting of Prior Performance-based RSUs in connection therewith, occurs following an assessment of the applicable performance period. Includes Prior Performance-based RSUs of the Company that are subject to vesting pursuant to previously disclosed vesting schedules. /s/ Jay Jennings 2024-06-07