0000899243-21-033194.txt : 20210816
0000899243-21-033194.hdr.sgml : 20210816
20210816211328
ACCESSION NUMBER: 0000899243-21-033194
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210812
FILED AS OF DATE: 20210816
DATE AS OF CHANGE: 20210816
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Braunstein Douglas L
CENTRAL INDEX KEY: 0001495110
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39314
FILM NUMBER: 211180700
MAIL ADDRESS:
STREET 1: HUDSON EXECUTIVE CAPITAL LP
STREET 2: 570 LEXINGTON AVENUE, 35TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Hudson Executive Capital LP
CENTRAL INDEX KEY: 0001652522
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39314
FILM NUMBER: 211180702
BUSINESS ADDRESS:
STREET 1: C/O CADWALADER, WICKERSHAM & TAFT, LLP
STREET 2: 200 LIBERTY STREET
CITY: NEW YORK
STATE: NY
ZIP: 10281
BUSINESS PHONE: (212) 521-8495
MAIL ADDRESS:
STREET 1: C/O CADWALADER, WICKERSHAM & TAFT, LLP
STREET 2: 200 LIBERTY STREET
CITY: NEW YORK
STATE: NY
ZIP: 10281
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HEC Management GP LLC
CENTRAL INDEX KEY: 0001700567
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-39314
FILM NUMBER: 211180701
BUSINESS ADDRESS:
STREET 1: 1185 AVENUE OF THE AMERICAS, 32ND FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
BUSINESS PHONE: (212) 521-8495
MAIL ADDRESS:
STREET 1: 1185 AVENUE OF THE AMERICAS, 32ND FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Talkspace, Inc.
CENTRAL INDEX KEY: 0001803901
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HEALTH SERVICES [8000]
IRS NUMBER: 844636604
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 570 LEXINGTON AVENUE, 35TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: (212) 284-7206
MAIL ADDRESS:
STREET 1: 570 LEXINGTON AVENUE, 35TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
FORMER COMPANY:
FORMER CONFORMED NAME: Hudson Executive Investment Corp.
DATE OF NAME CHANGE: 20200219
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2021-08-12
0
0001803901
Talkspace, Inc.
TALK
0001652522
Hudson Executive Capital LP
C/O CADWALADER, WICKERSHAM & TAFT LLP,
200 LIBERTY STREET
NEW YORK
NY
10281
0
0
1
0
0001700567
HEC Management GP LLC
C/O CADWALADER, WICKERSHAM & TAFT LLP,
200 LIBERTY STREET
NEW YORK
NY
10281
0
0
1
0
0001495110
Braunstein Douglas L
C/O CADWALADER, WICKERSHAM & TAFT LLP,
200 LIBERTY STREET
NEW YORK
NY
10281
1
0
1
0
Common Stock
2021-08-12
4
P
0
2100
5.17
A
17792100
I
See footnotes
Common Stock
2021-08-13
4
P
0
46000
5.23
A
17838100
I
See footnotes
Common Stock
2021-08-16
4
P
0
142500
5.30
A
17980600
I
See footnotes
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions through a broker-dealer at prices ranging from $5.08 to $5.20. The Reporting Persons (defined below) undertake to provide Talkspace, Inc. (the "Issuer"), any security holder of the Issuer, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions through a broker-dealer at prices ranging from $5.14 to $5.29. The Reporting Persons (defined below) undertake to provide the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions through a broker-dealer at prices ranging from $5.15 to $5.40. The Reporting Persons (defined below) undertake to provide the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
In addition to Hudson Executive Capital LP, a Delaware limited partnership ("Hudson Executive"), this Form 4 is being filed jointly by HEC Management GP LLC, a Delaware limited liability company ("Management GP"), and Douglas L. Braunstein, a citizen of the United States of America (together with Hudson Executive and Management GP, the "Reporting Persons"), each of whom has the same business address as Hudson Executive and may be deemed to have a pecuniary interest in the securities reported on this Form 4 (the "Subject Securities").
Hudson Executive, as the investment adviser to certain affiliated investment funds, may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a) under the Securities Exchange Act of 1934. Management GP, as the general partner of Hudson Executive, may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a). By virtue of Mr. Braunstein's position as Managing Partner of Hudson Executive and Managing Member of Management GP, Mr. Braunstein may be deemed to be the beneficial owner of the Subject Securities for purposes of Rule 16a-1(a).
Each of the Reporting Persons disclaims any beneficial ownership of any of the Subject Securities, except to the extent of any pecuniary interest therein.
Hudson Executive Capital LP, By: Management GP LLC, its general partner, By: /s/ Douglas L. Braunstein, Name: Douglas L. Braunstein, Title: Managing Member
2021-08-16
HEC Management GP LLC, By: /s/ Douglas L. Braunstein, Name: Douglas L. Braunstein, Title: Managing Member
2021-08-16
Douglas L. Braunstein, /s/ Douglas L. Braunstein
2021-08-16