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American Well Corp. – ‘10-K’ for 12/31/23 – ‘EX-97.1’

On:  Thursday, 2/15/24, at 5:09pm ET   ·   For:  12/31/23   ·   Accession #:  950170-24-15995   ·   File #:  1-39515

Previous ‘10-K’:  ‘10-K’ on 2/23/23 for 12/31/22   ·   Next & Latest:  ‘10-K/A’ on 3/1/24 for 12/31/23   ·   15 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/15/24  American Well Corp.               10-K       12/31/23   99:14M                                    Donnelley … Solutions/FA

Annual Report   —   Form 10-K   —   SEA’34

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

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 2: EX-10.20    Material Contract                                   HTML     56K 
 3: EX-10.22    Material Contract                                   HTML     59K 
 4: EX-21.1     Subsidiaries List                                   HTML     31K 
 5: EX-23.1     Consent of Expert or Counsel                        HTML     28K 
10: EX-97.1     Clawback Policy re: Recovery of Erroneously         HTML     52K 
                Awarded Compensation                                             
 6: EX-31.1     Certification -- §302 - SOA'02                      HTML     40K 
 7: EX-31.2     Certification -- §302 - SOA'02                      HTML     34K 
 8: EX-32.1     Certification -- §906 - SOA'02                      HTML     33K 
 9: EX-32.2     Certification -- §906 - SOA'02                      HTML     31K 
12: R1          Cover Page                                          HTML    109K 
13: R2          Consolidated Balance Sheets                         HTML    160K 
14: R3          Consolidated Balance Sheets (Parenthetical)         HTML     65K 
15: R4          Consolidated Statements of Operations And           HTML    135K 
                Comprehensive Loss                                               
16: R5          Consolidated Statements of Operations And           HTML     37K 
                Comprehensive Loss (Parenthetical)                               
17: R6          Consolidated Statements of Stockholders' Equity     HTML    141K 
18: R7          Consolidated Statements of Cash Flows               HTML    154K 
19: R8          Pay vs Performance Disclosure                       HTML     41K 
20: R9          Insider Trading Arrangements                        HTML     67K 
21: R10         Organization and Description of Business            HTML     38K 
22: R11         Summary of Significant Accounting Policies          HTML    126K 
23: R12         Revenue and Deferred Revenue                        HTML     86K 
24: R13         Variable Interest Entities                          HTML     39K 
25: R14         National Telehealth Network                         HTML     37K 
26: R15         Fair Value Measurements                             HTML     79K 
27: R16         Allowance for Credit Losses                         HTML     48K 
28: R17         Business Combinations                               HTML    109K 
29: R18         Deferred Contract Acquisition and Contract          HTML     75K 
                Fulfillment Costs                                                
30: R19         Property and Equipment, Net                         HTML     53K 
31: R20         Goodwill and Intangible Assets                      HTML    127K 
32: R21         Accrued Expenses                                    HTML     45K 
33: R22         Stockholders' Equity                                HTML    187K 
34: R23         Commitments and Contingencies                       HTML    113K 
35: R24         Income Taxes                                        HTML    173K 
36: R25         Related-Party Transactions                          HTML     47K 
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38: R27         Net Loss per Share                                  HTML     77K 
39: R28         Summary of Significant Accounting Policies          HTML    198K 
                (Policies)                                                       
40: R29         Revenue and Deferred Revenue (Tables)               HTML     78K 
41: R30         Fair Value Measurements (Tables)                    HTML     74K 
42: R31         Allowance for Credit Losses (Tables)                HTML     48K 
43: R32         Business Combinations (Tables)                      HTML     98K 
44: R33         Deferred Contract Acquisition and Contract          HTML     76K 
                Fulfillment Costs (Tables)                                       
45: R34         Property and Equipment, Net (Tables)                HTML     50K 
46: R35         Goodwill and Intangible Assets (Tables)             HTML    132K 
47: R36         Accrued Expenses (Tables)                           HTML     45K 
48: R37         Stockholders' Equity (Tables)                       HTML    166K 
49: R38         Commitments and Contingencies (Tables)              HTML    109K 
50: R39         Income Taxes (Tables)                               HTML    165K 
51: R40         Net Loss per Share (Tables)                         HTML     78K 
52: R41         Organization and Description of Business -          HTML     47K 
                Additional Information (Detail)                                  
53: R42         Summary of Significant Accounting Policies -        HTML    143K 
                Additional Information (Detail)                                  
54: R43         Revenue and Deferred Revenue - Summary of           HTML     42K 
                Disaggregation of Revenue (Detail)                               
55: R44         Revenue and Deferred Revenue - Additional           HTML     38K 
                Information (Detail)                                             
56: R45         Revenue and Deferred Revenue - Summary of Contract  HTML     41K 
                with Customer Asset and Liability (Detail)                       
57: R46         Revenue and Deferred Revenue - Additional           HTML     35K 
                Information (Detail1)                                            
58: R47         Variable Interest Entities - Additional             HTML     59K 
                Information (Detail)                                             
59: R48         National Telehealth Network - Additional            HTML     44K 
                Information (Detail)                                             
60: R49         Fair Value Measurements - Fair Value of Assets and  HTML     38K 
                Liabilities Measured on Recurring Basis (Detail)                 
61: R50         Fair Value Measurements - Additional Information    HTML     38K 
                (Detail)                                                         
62: R51         Fair Value Measurements - Summary of Contingent     HTML     37K 
                Earnout Payments for Each Acquisition (Detail)                   
63: R52         Allowance for Credit Losses - Summary of Changes    HTML     36K 
                in the Allowance for Credit Losses (Detail)                      
64: R53         Business Combinations - Additional Information      HTML     75K 
                (Detail)                                                         
65: R54         Business Combinations - Summary of Identifiable     HTML     49K 
                Intangible Assets Acquired and Weighted Average                  
                Useful Lives (Detail)                                            
66: R55         Business Combinations - Schedule of Identifiable    HTML     81K 
                Assets Acquired and Liabilities Assumed (Detail)                 
67: R56         Deferred Contract Acquisition and Contract          HTML     48K 
                Fulfillment Costs - Summary of Capitalized                       
                Contract Cost (Detail)                                           
68: R57         Deferred Contract Acquisition and Contract          HTML     35K 
                Fulfillment Costs - Additional Information                       
                (Detail)                                                         
69: R58         Property and Equipment, Net - Summary of Property   HTML     46K 
                and Equipment, Net (Detail)                                      
70: R59         Property and Equipment, Net - Additional            HTML     35K 
                Information (Detail)                                             
71: R60         Goodwill and Intangible Assets - Schedule of        HTML     40K 
                Goodwill (Detail)                                                
72: R61         Goodwill and Intangible Assets - Additional         HTML     42K 
                Information (Detail)                                             
73: R62         Goodwill and Intangible Assets - Schedule of        HTML     54K 
                finite lived Intangible Assets (Detail)                          
74: R63         Goodwill and Intangible Assets - Schedule of        HTML     44K 
                Finite Lived Intangible Assets Future Amortization               
                Expense (Detail)                                                 
75: R64         Accrued Expenses - Summary of Accrued Expenses      HTML     39K 
                (Detail)                                                         
76: R65         Stockholders' Equity - Additional Information       HTML    170K 
                (Detail)                                                         
77: R66         Stockholders' Equity - Schedule of Common Stock     HTML     50K 
                (Detail)                                                         
78: R67         Stockholders' Equity - Activity under Plans         HTML     79K 
                (Detail)                                                         
79: R68         Stockholders' Equity - Summary of Unvested          HTML     56K 
                Restricted Stock Unit Activity (Detail)                          
80: R69         Stockholders' Equity - Summary of                   HTML     55K 
                Performance-based Market Condition Share Awards                  
                (Detail)                                                         
81: R70         Stockholders' Equity - Schedule of Weighted         HTML     49K 
                Average Assumptions used to Determine Estimated                  
                Fair Value of Performance-based Market Condition                 
                Share Awards Granted (Details)                                   
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                Expense (Detail)                                                 
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                Information (Detail)                                             
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                Cost (Detail)                                                    
85: R74         Commitments and Contingencies - Summary of Minimum  HTML     43K 
                Future Lease Payments for These Operating Leases                 
                (Detail)                                                         
86: R75         Income Taxes - Additional Information (Detail)      HTML     54K 
87: R76         Income Taxes - Summary of Components of Current     HTML     57K 
                and Deferred Portions of Provision for Income                    
                Taxes (Detail)                                                   
88: R77         Income Taxes - Summary of Reconciliation of         HTML     46K 
                Federal Statutory Rate and Provision for Income                  
                Taxes (Detail)                                                   
89: R78         Income Taxes - Summary of Significant Components    HTML     66K 
                of Deferred Tax Assets and Liabilities (Detail)                  
90: R79         Income Taxes - Summary of Changes in Valuation      HTML     35K 
                Allowance for Deferred Tax Assets (Detail)                       
91: R80         Related-Party Transactions - Additional             HTML     61K 
                Information (Detail)                                             
92: R81         Employee Benefit Plan - Additional Information      HTML     30K 
                (Detail)                                                         
93: R82         Net Loss per Share - Schedule of Earnings Per       HTML     77K 
                Share (Detail)                                                   
94: R83         Net Loss per Share - Schedule of Antidilutive       HTML     40K 
                Securities Excluded From Computation of Earning                  
                Per Share (Detail)                                               
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‘EX-97.1’   —   Clawback Policy re: Recovery of Erroneously Awarded Compensation


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  EX-97.1  

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 Corporation (together with its Affiliates, the “Company”) has adopted this Policy in accordance with the terms herein and is intended to comply with New York Stock Exchange Listing Company Manual Section 303A.14, as such rule may be amended from time to time (the “Listing Rule”). Capitalized terms not otherwise defined herein shall have the meanings assigned to such terms under Section 10 of this Policy.
2.
Recovery of Erroneously Awarded Compensation. Upon the occurrence of a Restatement, if the Committee determines that a Covered Executive Received any Erroneously Awarded Compensation, the Company shall reasonably promptly take steps to recover such Erroneously Awarded Compensation, and each Covered Executive shall be required to take all actions necessary to enable such recovery, provided, however, that there shall be no duplication of recovery under this Policy and any of Section 304 of The Sarbanes-Oxley Act of 2002, Section 10D of the Exchange Act, or provisions or terms of other Company policies or compensation plans or awards. In no event shall the Company be required to award a Covered Executive an additional payment if the restated or accurate financial results would have resulted in a higher Incentive Compensation payment.
(a)
Means of Recovery. The Committee shall determine, in its sole discretion and in a manner that effectuates the purpose of the Listing Rule, one or more methods for recovering any Erroneously Awarded Compensation hereunder, which may include, without limitation: (i) requiring cash reimbursement of cash Incentive Compensation previously paid; (ii) seeking recovery or forfeiture of any gain realized on the vesting, exercise, settlement, sale, transfer or other disposition of any equity-based awards granted as Incentive Compensation; (iii) offsetting the amount to be recovered from any compensation otherwise owed by the Company to the Covered Executive, or forfeiture of deferred compensation, to the extent consistent with Section 409A of the Internal Revenue Code of 1986, as amended, and the regulations thereunder; (iv) cancelling outstanding, or forfeiting of, vested or unvested cash or equity awards (including those subject to service-based and/or performance-based vesting conditions, or for which such conditions have been satisfied); (v) cancelling, offsetting or reducing future compensation; and/or (vi) taking any other remedial and recovery action permitted by law, as determined by the Committee. Notwithstanding the foregoing, the Company makes no guarantee as to the treatment of such amounts under Section 409A, and shall have no liability with respect thereto.
(b)
Exceptions to the Recovery Requirement. Notwithstanding anything in this Policy to the contrary, Erroneously Awarded Compensation need not be recovered pursuant to this Policy if the Committee determines that recovery would be impracticable as a result of any of the following:
i.
the direct expense paid to a third party to assist in enforcing the Policy would exceed the amount to be recovered; provided that, before concluding that it would be impracticable to recover any amount of Erroneously Awarded Compensation based on expense of enforcement, the Company must make a reasonable attempt to recover such Erroneously Awarded Compensation, document such reasonable attempt(s) to recover, and provide that documentation to the Exchange;
ii.
recovery would violate home country law where that law was adopted prior to November 28, 2022; provided that, before concluding that it would be impracticable to recover any amount of Erroneously Awarded Compensation based on violation of home country law, the Company must obtain an opinion of home country counsel, acceptable to the Exchange, that recovery would result in such a violation, and must provide such opinion to the Exchange; or


iii.
recovery would likely cause an otherwise tax-qualified retirement plan, under which benefits are broadly available to employees of the Company, to fail to meet the requirements of 26 U.S.C. 401(a)(13) or 26 U.S.C. 411(a) and the regulations thereunder.
(c)
Failure to Repay. To the extent that a Covered Executive fails to repay all Erroneously Awarded Compensation to the Company when due, the Company shall take all actions reasonable and appropriate to recover such Erroneously Awarded Compensation from the applicable Covered Executive. The applicable Covered Executive shall be required to reimburse the Company for any and all expenses reasonably incurred (including legal fees) by the Company in recovering such Erroneously Awarded Compensation in accordance with the immediately preceding sentence.
3.
Indemnification Prohibition. The Company shall not indemnify any Covered Executive against the loss of any Erroneously Awarded Compensation for which the Committee has determined to seek recovery pursuant to this Policy. To the extent any such agreement or organizational document purports to provide otherwise, the Covered Executive hereby irrevocably agrees to forego such indemnification.
4.
Administration; Interpretation. The Committee shall administer this Policy. The Committee shall have full authority to interpret and enforce the Policy in a manner consistent with its intent to meet the requirements of the Listing Rule and any other applicable law and shall otherwise be interpreted (including in the determination of amounts recoverable) in the business judgment of the Committee. Notwithstanding the foregoing, any determination that recovery would be impracticable (as described in Section 2(b)(i) of this Policy) must be made by a fully independent compensation committee as determined by the Board under the listing rules of the Exchange, or in the absence of such a fully independent compensation committee, the determination must be made by a majority of the independent directors serving on the Board. Any determinations made by the Committee shall be final, conclusive and binding on all affected individuals. As further set forth in Section 8 below, this Policy is intended to supplement any other clawback policies and procedures that the Company may have in place from time to time pursuant to other applicable law, plans, policies or agreements.
5.
Amendment. The Committee may amend this Policy from time to time in its discretion and shall amend this Policy as it deems necessary, including as and when it determines that it is legally required by any federal securities laws or the Listing Rule.
6.
Required Disclosure. The Company shall file all disclosures with respect to this Policy in accordance with the requirements of the federal securities laws.
7.
Acknowledgment. To the extent required by the Committee, each Covered Executive shall be required to sign and return to the Company the acknowledgement form attached hereto as Exhibit A pursuant to which such Covered Executive will agree to be bound by the terms of, and comply with, this Policy. For the avoidance of doubt, each Covered Executive will be fully bound by, and must comply with, the Policy, whether or not such Covered Executive has executed and returned such acknowledgment form to the Company.
8.
Other Recovery Rights. The Committee intends that this Policy will be applied to the fullest extent of the law. The Committee may require that any employment or service agreement, cash-based bonus plan or program, equity award agreement, or similar agreement entered into on or after the adoption of this Policy shall, as a condition to the grant of any benefit thereunder, require a Covered Executive to agree to abide by the terms of this Policy. Any right of recovery under this Policy is in addition to, and not in lieu of, any other remedies or rights of recovery that may be available to the Company pursuant to the terms of any similar policy in any employment agreement, equity award agreement, cash-based bonus plan or program, or similar agreement and any other legal remedies available to the Company. For the avoidance of doubt, any right of recovery under this Policy will prevail over any other remedies or rights of recovery that may be available to the Company pursuant to the terms of any similar policy to the extent that a larger recovery amount would be recoverable under this Policy.
9.
Successors. The Policy shall be binding and enforceable against each Covered Executive and, to the extent required by applicable law, his/her beneficiaries, heirs, executors, administrators or other legal representatives.

 


10.
Defined Terms.
(a)
Affiliate” shall mean each entity that directly or indirectly controls, is controlled by, or is under common control with the Company.
(b)
Clawback Eligible Incentive Compensation” shall mean Incentive Compensation Received by a Covered Executive (i) on or after October 2, 2023, (ii) after beginning service as a Covered Executive, (iii) at any time such individual served as a Covered Executive during the performance period for such Incentive Compensation (irrespective of whether such individual continued to serve as a Covered Executive upon or following the Restatement), (iv) while the Company has a class of securities listed on a national securities exchange or a national securities association, and (v) during the applicable Clawback Period.
(c)
Clawback Period” shall mean, with respect to any Restatement, the three completed Fiscal Years of the Company immediately preceding the Restatement and any Transition Period (that results from a change in the Company’s fiscal year) within or immediately following those three completed fiscal years.
(d)
Covered Executive” shall mean each current and former Executive Officer of the Company.
(e)
Erroneously Awarded Compensation” shall mean the amount of Clawback Eligible Incentive Compensation that exceeds the amount of Incentive Compensation that otherwise would have been Received had it been determined based on the restated amounts, and computed without regard to any taxes paid by the Covered Executive in respect of the Erroneously Awarded Compensation. For Incentive Compensation based on stock price or total shareholder return, where the amount of erroneously awarded Incentive Compensation is not subject to mathematical recalculation directly from the information in a Restatement:
i.
The calculation of Erroneously Awarded Compensation shall be based on a reasonable estimate of the effect of the Restatement on the stock price or total shareholder return upon which the Incentive Compensation was Received; and
ii.
The Company shall maintain documentation of the determination of that reasonable estimate and provide such documentation to the Exchange.
(f)
Exchange” shall mean the New York Stock Exchange.
(g)
Executive Officer” shall mean the Company’s president, principal financial officer, principal accounting officer (or if there is no such accounting officer, the controller), any vice-president of the Company in charge of a principal business unit, division, or function (such as sales, administration, or finance), any other officer who performs a policy-making function, or any other person who performs similar policy-making functions for the Company. Executive officers of the Company’s parent(s) or subsidiaries shall be deemed executive officers of the Company if they perform such policy making functions for the Company. Identification of an executive officer for purposes of this Policy would include at a minimum executive officers identified pursuant Item 401(b) of Regulation S-K.
(h)
Financial Reporting Measures” shall mean measures that are determined and presented in accordance with the accounting principles used in preparing the Company’s financial statements, and any measures that are derived wholly or in part from such measures, including, without limitation, stock price and total shareholder return. Financial reporting measures may include “non-GAAP financial measures” as well as other measures, metrics and ratios that are not GAAP measures. For the avoidance of doubt, a financial reporting measure need not be presented in the Company’s financial statements or included in a filing with the SEC.
(i)
Fiscal Year” shall mean the Company’s fiscal year; provided that a Transition Period between the last day of the Company’s previous fiscal year end and the first day of its new fiscal year that comprises a period of nine to 12 months will be deemed a completed fiscal year.

 


(j)
Incentive Compensation” shall mean any compensation (whether cash or equity-based) that is granted, earned, or vested based wholly or in part upon the attainment of a Financial Reporting Measure, including, but not limited to: (i) non-equity incentive plan awards that are earned solely or in part by satisfying a Financial Reporting Measure performance goal; (ii) bonuses paid from a bonus pool, where the size of the pool is determined solely or in part by satisfying a Financial Reporting Measure performance goal; (iii) other cash awards based on satisfaction of a Financial Reporting Measure performance goal; (iv) restricted stock, restricted stock units, stock options, stock appreciation rights, and performance share units that are granted or vest solely or in part based on satisfaction of a Financial Reporting Measure performance goal; and (v) proceeds from the sale of shares acquired through an incentive plan that were granted or vested solely or in part based on satisfaction of a Financial Reporting Measure performance goal. For the avoidance of doubt, Incentive Compensation does not include awards that vest exclusively upon completion of a specified employment period, without any performance condition, and bonus awards that are discretionary or based on subjective goals or goals unrelated to Financial Reporting Measures, and does not include, without limitation: (i) salaries; (ii) bonuses paid solely based on satisfaction of subjective standards, such as demonstrating leadership, and/or completion of a specified employment period; (iii) non-equity incentive plan awards earned solely based on satisfaction of strategic or operational measures; (iv) wholly time-based equity awards; and (v) discretionary bonuses or other compensation that is not paid from a bonus pool that is determined by satisfying a Financial Reporting Measure performance goal.
(k)
Listing Rule” shall have the meaning set forth in Section 1 of this Policy.
(l)
Received” shall mean, with respect to any Incentive Compensation, actual or deemed receipt, and Incentive Compensation shall be deemed received in the Company’s Fiscal Year during which the Financial Reporting Measure specified in the Incentive Compensation award is attained, even if payment, grant or vesting of the Incentive Compensation occurs after the end of that period.
(m)
Restatement” shall mean an accounting restatement due to the material noncompliance of the Company with any financial reporting requirement under the securities laws, including any required accounting restatement to correct an error in previously issued financial statements that is material to the Company’s previously issued financial statements, or that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period. The date that the Company is required to prepare an accounting restatement is the earlier to occur of: (i) the date that the Board, a committee of the Board, or the officer or officers of the Company authorized to take such action if Board action is not required, concludes, or reasonably should have concluded, that the Company is required to prepare an accounting restatement; or (ii) the date a court, regulator, or other legally authorized body directs the Company to prepare an accounting restatement. The Company’s obligation to recover Erroneously Awarded Compensation is not dependent on whether the Company files a restated financial statement. A change to the Company’s financial statement that does not represent an error correction is not a Restatement, including without limitation: (i) retrospective application of a change in accounting principle; (ii) retrospective revision to reportable segment information due to a change in the structure of the Company’s internal organization; (iii) retrospective reclassification due to a discontinued operation; (iv) retrospective application of a change in reporting entity, such as from a reorganization of entities under common control; and (v) retrospective revision for stock splits, reverse stock splits, stock dividends or other changes in capital structure.

(o) “SEC” shall mean the U.S. Securities and Exchange Commission.

(n)
Transition Period” shall mean any transition period that results from a change in the Company’s Fiscal Year within or immediately following the three completed Fiscal Years immediately preceding the Company’s requirement to prepare a Restatement.

Policy Adopted on: July 17, 2023

 


 

 

Exhibit A

 

AMERICAN WELL CORPORATION (AMWELL) CLAWBACK POLICY

 

ACKNOWLEDGEMENT FORM

 

By signing below, the undersigned acknowledges and confirms that the undersigned has received and reviewed a copy of the American Well Corporation (Amwell) Clawback Policy (the “Policy”). Capitalized terms used but not otherwise defined in this Acknowledgement Form (this “Acknowledgement Form”) shall have the meanings ascribed to such terms in the Policy.

 

By signing this Acknowledgement Form, the undersigned acknowledges and agrees that the undersigned is and will continue to be subject to the Policy and that the Policy will apply both during and after the undersigned’s employment with the Company. Further, by signing below, the undersigned agrees to abide by the terms of the Policy, including, without limitation, by returning any Erroneously Awarded Compensation to the Company reasonably promptly to the extent required by, and in a manner permitted by, the Policy, as determined by the Compensation Committee of the Company’s Board of Directors in its sole discretion.

 

Sign: _____________________________

Name: [Employee]

 

 

Date: _____________________________

 

 



Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
Filed on:2/15/24
For Period end:12/31/23
10/2/23144,  4
7/17/23144,  4
11/28/228-K
 List all Filings 


15 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

11/01/23  American Well Corp.               10-Q        9/30/23   76:14M                                    Donnelley … Solutions/FA
 5/03/23  American Well Corp.               10-Q        3/31/23   74:9.8M                                   Donnelley … Solutions/FA
12/01/22  American Well Corp.               8-K:1,9    11/28/22   14:5.8M                                   Donnelley … Solutions/FA
11/08/22  American Well Corp.               10-Q        9/30/22   84:12M                                    Donnelley … Solutions/FA
 8/05/22  American Well Corp.               10-Q        6/30/22   81:11M                                    Donnelley … Solutions/FA
 5/10/22  American Well Corp.               10-Q        3/31/22   83:10M                                    Donnelley … Solutions/FA
 4/14/22  American Well Corp.               8-K:5,9     4/08/22   11:323K                                   Donnelley … Solutions/FA
 2/28/22  American Well Corp.               10-K       12/31/21  109:17M                                    ActiveDisclosure/FA
11/12/21  American Well Corp.               10-Q        9/30/21   89:12M                                    ActiveDisclosure/FA
 9/21/21  American Well Corp.               8-K:1,5,9   9/15/21   12:336K                                   Donnelley … Solutions/FA
 3/26/21  American Well Corp.               10-K       12/31/20  109:15M                                    ActiveDisclosure/FA
 1/12/21  American Well Corp.               S-1                  122:15M                                    Donnelley … Solutions/FA
 9/22/20  American Well Corp.               8-K:1,3,5,8 9/22/20    3:70K                                    Davis Polk & … LLP 01/FA
 9/08/20  American Well Corp.               S-1/A                 10:6.8M                                   Donnelley … Solutions/FA
 8/24/20  American Well Corp.               S-1                   44:10M                                    Donnelley … Solutions/FA
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