Short answer
Talkspace, Inc. (TALK) filed an 8-K current report with the SEC on March 9, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement). Talkspace acquired by Universal Health Services at $5.25/share cash: all-cash deal, no financing condition, unanimous board approval.
Talkspace, Inc. 8-K event analysis
AI summary of each reported item and its exhibits
Item 1.01 · Entry into a Material Definitive Agreement
- Talkspace acquired by Universal Health Services at $5.25/share cash: all-cash deal, no financing condition, unanimous board approval
- Termination fee $32.4M payable by TALK if deal breaks due to superior proposal or board recommendation change
- Deal deadline December 9, 2026, extendable to March 9, 2027; subject to HSR antitrust clearance, state healthcare regulatory approvals, and shareholder vote
- Chairman Braunstein (~9% stake) and director Shachar (~5% stake) locked in via voting agreements: ~14% of shares committed to approve deal
- Post-close: TALK delisted from NASDAQ; unvested employee equity converted to UHS Class B shares at market-based exchange ratio
Generated from the filing text and exhibits; verify against the original. What 8-K item codes mean
Other Talkspace, Inc. 8-K filings
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