Sec Form 4 Filing - Murthy Mala @ Teladoc Health, Inc. - 2024-03-01

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Murthy Mala 2. Issuer Name and Ticker or Trading Symbol Teladoc Health, Inc. [ TDOC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) CHIEF FINANCIAL OFFICER (Last) (First) (Middle) C/O TELADOC HEALTH, INC.,, 2 MANHATTANVILLE ROAD, SUITE 203 3. Date of Earliest Transaction (MM/DD/YY) 03/01/2024 (Street) PURCHASE, NY10577 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 03/01/2024 M 10,565 A 59,880 D Common Stock 03/01/2024 M 945 A 60,825 D Common Stock 03/01/2024 M 1,878 A 62,703 D Common Stock 03/01/2024 M 3,369 A 66,072 D Common Stock 03/01/2024 M 2,044 A 68,116 D Common Stock 03/01/2024 M 31,002 A 99,118 D Common Stock 03/01/2024 M 2,486 A 101,604 D Common Stock 03/04/2024 S 29,888 ( 3 ) D $ 14.516 71,716 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Performance Stock Units ( 4 ) 03/01/2024 A 31,696 ( 5 ) ( 6 ) ( 6 ) Common Stock 31,696 $ 0 31,696 D Performance Stock Units ( 1 ) 03/01/2024 M 10,565 ( 7 ) ( 7 ) Common Stock 10,565 $ 0 21,131 D Performance Stock Units ( 1 ) 03/01/2024 M 945 ( 8 ) ( 8 ) Common Stock 945 $ 0 0 D Performance Stock Units ( 1 ) 03/01/2024 M 1,878 ( 9 ) ( 9 ) Common Stock 1,878 $ 0 0 D Restricted Stock Units ( 2 ) 03/01/2024 M 3,369 ( 10 ) ( 10 ) Common Stock 3,369 $ 0 13,476 D Restricted Stock Units ( 2 ) 03/01/2024 M 2,044 ( 11 ) ( 11 ) Common Stock 2,044 $ 0 10,220 D Restricted Stock Units ( 2 ) 03/01/2024 M 31,002 ( 12 ) ( 12 ) Common Stock 31,002 $ 0 62,004 D Restricted Stock Units ( 2 ) 03/01/2024 M 2,486 ( 13 ) ( 13 ) Common Stock 2,486 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Murthy Mala C/O TELADOC HEALTH, INC., 2 MANHATTANVILLE ROAD, SUITE 203 PURCHASE, NY10577 CHIEF FINANCIAL OFFICER Signatures /s/ Adam C. Vandervoort, Attorney-in-Fact 03/05/2024 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Performance stock units convert to shares of TDOC common stock on a one-for-one basis. ( 2 )Restricted stock units convert to shares of TDOC common stock on a one-for-one basis. ( 3 )Shares sold to cover the tax withholding obligation in respect of vesting of the reporting person's performance stock unit and restricted stock unit awards. ( 4 )Each performance stock unit represents a contingent right to receive one share of TDOC common stock. ( 5 )Performance award amount determined based on metrics in respect of the issuer's 2023 financial results. ( 6 )The performance stock units vest as to one-third on March 1, 2024, with the remainder vesting in eight substantially equal quarterly installments thereafter. ( 7 )On March 1, 2024, the reporting person earned 31,696 performance stock units, vesting one-third on March 1, 2024, with the remainder vesting in eight substantially equal quarterly installments thereafter. ( 8 )On March 2, 2023, the reporting person earned 1,893 performance stock units, vesting in two substantially equal annual installments beginning on March 2, 2023. ( 9 )On March 2, 2022, the reporting person earned 5,637 performance stock units, vesting in three substantially equal annual installments beginning on March 2, 2022. ( 10 )On March 1, 2022, the reporting person was granted 40,426 restricted stock units, vesting one-third on the first anniversary of the grant date, with the remainder vesting in eight substantially equal quarterly installments thereafter. ( 11 )On June 1, 2022, the reporting person was granted 24,525 restricted stock units, vesting one-third on the first anniversary of the grant date, with the remainder vesting in eight substantially equal quarterly installments thereafter. ( 12 )On March 3, 2023, the reporting person was granted 93,006 restricted stock units, vesting one-third on March 1, 2024, with the remainder vesting in eight substantially equal quarterly installments thereafter. ( 13 )On March 2, 2021, the reporting person was granted 7,457 restricted stock units, vesting in three substantially equal annual installments beginning on the first anniversary of the grant date.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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