SEC Form 4 · accession 0001179110-15-011059

Teladoc Health, Inc. · TDOC

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owners

TRIDENT CAPITAL FUND VI LP

10% Owner

TRIDENT CAPITAL FUND VI PRINCIPALS FUND LLC

10% Owner

Trident Capital Management-VI, L.L.C.

10% Owner

Period of report

Jul 7, 2015

Accepted (ET)

Jul 9, 2015 · 1:57 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001477449

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F4,F1,F2	Jul 7, 2015	C	1,495,597	—	A	1,495,597	I	See Footnotes
Common Stock^F4,F1,F3	Jul 7, 2015	C	58,009	—	A	58,009	I	See Footnotes
Common Stock^F5,F1,F2	Jul 7, 2015	C	1,871,766	—	A	1,871,766	I	See Footnotes
Common Stock^F5,F1,F3	Jul 7, 2015	C	72,593	—	A	72,593	I	See Footnotes
Common Stock^F6,F1,F2	Jul 7, 2015	C	558,756	—	A	558,756	I	See Footnotes
Common Stock^F6,F1,F3	Jul 7, 2015	C	21,670	—	A	21,670	I	See Footnotes
Common Stock^F7,F1,F2	Jul 7, 2015	C	437,076	—	A	437,076	I	See Footnotes
Common Stock^F7,F1,F3	Jul 7, 2015	C	16,951	—	A	16,951	I	See Footnotes
Common Stock^F8,F1,F2	Jul 7, 2015	C	255,646	—	A	255,646	I	See Footnotes
Common Stock^F8,F1,F3	Jul 7, 2015	C	9,916	—	A	9,916	I	See Footnotes

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Series B Preferred Stock^F4,F1,F2	—	Jul 7, 2015	C	220,439	D	—	—	Common Stock	1,495,597	I
Series B Preferred Stock^F4,F1,F3	—	Jul 7, 2015	C	8,550	D	—	—	Common Stock	58,009	I
Series C-1 Preferred Stock^F5,F1,F2	—	Jul 7, 2015	C	4,278,669	D	—	—	Common Stock	1,871,766	I
Series C-1 Preferred Stock^F5,F1,F3	—	Jul 7, 2015	C	165,941	D	—	—	Common Stock	72,593	I
Series D Preferred Stock^F6,F1,F2	—	Jul 7, 2015	C	1,277,260	D	—	—	Common Stock	558,756	I
Series D Preferred Stock^F6,F1,F3	—	Jul 7, 2015	C	49,536	D	—	—	Common Stock	21,670	I
Series E Preferred Stock^F7,F1,F2	—	Jul 7, 2015	C	999,113	D	—	—	Common Stock	437,076	I
Series E Preferred Stock^F7,F1,F3	—	Jul 7, 2015	C	38,749	D	—	—	Common Stock	16,951	I
Series F Preferred Stock^F8,F1,F2	—	Jul 7, 2015	C	584,381	D	—	—	Common Stock	255,646	I
Series F Preferred Stock^F8,F1,F3	—	Jul 7, 2015	C	22,666	D	—	—	Common Stock	9,916	I

Explanation of responses

F1Trident Capital Management VI, L.L.C. ("TCM VI") is the sole general partner of Trident Capital Fund VI, L.P. ("Trident Fund VI") and the sole managing member of Trident Capital Fund VI Principals Fund, LLC ("Trident Principals VI"). Donald R. Dixon, Arneek Multani and John Moragne (collectively, the "Managing Members") are the managing members of TCM VI and, as such, may be deemed to have shared voting and dispositive power with respect to the issuer's securities held of record by by each of Trident Fund VI and Trident Principals VI. Each of the entities and the Managing Members disclaim beneficial ownership of the securities reported herein, except to the extent of their respective pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of the shares for purposes of Section 16 or for any other purpose.
F2The reported securities are held directly by Trident Fund VI.
F3The reported securities are held directly by Trident Principals VI.
F4Each share of Series B Preferred Stock automatically converted into common stock of the issuer on a 6.7846-for-one basis immediately prior to the closing of issuer's initial public offering and had no expiration date.
F5Each share of Series C-1 Preferred Stock automatically converted into common stock of the issuer on a 0.4375-for-one basis immediately prior to the closing of issuer's initial public offering and had no expiration date.
F6Each share of Series D Preferred Stock automatically converted into common stock of the issuer on a 0.4375-for-one basis immediately prior to the closing of issuer's initial public offering and had no expiration date.
F7Each share of Series E Preferred Stock automatically converted into common stock of the issuer on a 0.4375-for-one basis immediately prior to the closing of issuer's initial public offering and had no expiration date.
F8Each share of Series F Preferred Stock automatically converted into common stock of the issuer on a 0.4375-for-one basis immediately prior to the closing of issuer's initial public offering and had no expiration date.