Ido Schoenberg Holds 11.0% Stake in American Well Corp
Ticker: AMWL · Form: SC 13G/A · Filed: Feb 12, 2024 · CIK: 1393584
Complexity: simple
Sentiment: neutral
Topics: insider-ownership, amendment, telehealth
TL;DR
**Insider Ido Schoenberg still owns 11.0% of AMWL, showing strong conviction.**
AI Summary
Ido Schoenberg, a key figure at American Well Corp (AMWL), has updated his beneficial ownership of the company's Class A Common Stock. As of December 31, 2023, Schoenberg beneficially owns 16,551,623 shares, representing 11.0% of the outstanding shares. This filing, an amendment to a previous SC 13G, indicates a significant, albeit slightly reduced, stake, which is important for investors as it shows continued substantial insider ownership in the telehealth company.
Why It Matters
This filing confirms a significant insider stake, which can signal confidence in the company's future, but also highlights a slight reduction in percentage ownership from previous filings, which investors should note.
Risk Assessment
Risk Level: low — The filing indicates stable, significant insider ownership, which generally reduces investment risk by aligning management's interests with shareholders.
Analyst Insight
Investors should view this as a confirmation of continued insider alignment, but also consider the slight percentage reduction in context of overall company performance and other insider activity.
Key Numbers
- 16,551,623 — Shares Beneficially Owned (Represents the total Class A Common Stock shares Ido Schoenberg holds in American Well Corp.)
- 11.0% — Percentage of Class A Common Stock (Indicates the proportion of the company's outstanding shares owned by Ido Schoenberg.)
Key Players & Entities
- Ido Schoenberg (person) — Reporting Person, beneficial owner of American Well Corp shares
- American Well Corp (company) — Subject Company, issuer of the Class A Common Stock
- 16,551,623 (dollar_amount) — Number of shares beneficially owned by Ido Schoenberg
- 11.0% (dollar_amount) — Percentage of Class A Common Stock beneficially owned by Ido Schoenberg
- December 31, 2023 (dollar_amount) — Date of event requiring the filing
Forward-Looking Statements
- Ido Schoenberg will maintain a significant, though potentially fluctuating, ownership stake in American Well Corp over the next year. (Ido Schoenberg) — medium confidence, target: 2025-02-12
FAQ
Who is the reporting person in this SC 13G/A filing?
The reporting person in this SC 13G/A filing is Ido Schoenberg, as stated in 'NAME OF REPORTING PERSON OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Ido Schoenberg'.
What is the subject company of this filing?
The subject company is American Well Corporation, as indicated by 'American Well Corporation (Name of Issuer)' and 'COMPANY CONFORMED NAME: American Well Corp'.
How many shares of Class A Common Stock does Ido Schoenberg beneficially own?
Ido Schoenberg beneficially owns 16,551,623 shares of Class A Common Stock, as shown in 'AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 16,551,623(1)'.
What percentage of American Well Corp's Class A Common Stock does Ido Schoenberg own?
Ido Schoenberg owns 11.0% of American Well Corp's Class A Common Stock, as stated in 'PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11.0%'.
What was the date of the event that required this filing?
The date of the event which required this filing was December 31, 2023, as specified in 'December 31, 2023 (Date of Event Which Requires Filing of this Statement)'.
Filing Stats: 2,337 words · 9 min read · ~8 pages · Grade level 10.8 · Accepted 2024-02-12 16:40:13
Key Financial Figures
- $0.01 — suer) Class A Common Stock, par value $0.01 par value per share (Title of Class o
Filing Documents
- dp206629_sc13ga-3.htm (SC 13G/A) — 58KB
- dp206629_ex9901.htm (EX-99.1) — 3KB
- 0000950103-24-002065.txt ( ) — 62KB
(a)NAME OF ISSUER
Item 1. (a)NAME OF ISSUER American Well Corporation (the “Company”) (b) ADDRESS OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES 75 State Street 26th Floor Boston, MA 02109
(a)NAMES OF PERSONS FILING
Item 2.(a)NAMES OF PERSONS FILING This Statement is being filed on behalf of each of the following persons (collectively, the “Reporting Persons”): (i) Ido Schoenberg (ii) Roy Schoenberg The Reporting Persons have entered into a Joint Filing Agreement, a copy of which is filed with this Schedule 13G as Exhibit 99.1, pursuant to which the Reporting Persons have agreed to file this Schedule 13G jointly in accordance with the provisions of Rule 13d-1(k) of the Act. (b) ADDRESS OF PRINCIPAL BUSINESS OFFICE The principal addresses of the Reporting Persons are as follows: 75 State Street 26th Floor Boston, MA 02109 (c) CITIZENSHIP (i) Ido Schoenberg – Israel (ii) Roy Schoenberg – United States (d) TITLE OF CLASS OF SECURITIES Class A common stock, par value $0.01 per share (the “Shares”) (e) CUSIP NUMBER 03044L105 6 CUSIP No. 03044L105 SCHEDULE 13G
IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b) OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS
Item 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13d-1(b) OR 13d-2(b) OR (c), CHECK WHETHER THE PERSON FILING IS: Not applicable.
OWNERSHIP
Item 4. OWNERSHIP. (a) Amount Beneficially Owned as of December 31, 2023 : (i) Ido Schoenberg: 16,551,623 Shares (1) (ii) Roy Schoenberg: 17,748,487 Shares (2) (b) Percentage Owned : (i) Ido Schoenberg: 6.1% (3)(4) (ii) Roy Schoenberg: 6.5% (3)(4) (c) Number of Shares as to Which Such Person Has : (i) sole power to vote or direct the vote of (A) Ido Schoenberg: 0 (B) Roy Schoenberg: 0 (ii) shared power to vote or direct the vote of (A) Ido Schoenberg: 16,551,623 (1) (B) Roy Schoenberg: 17,748,487 (2) (iii) sole power to dispose or to direct the disposition of (A) Ido Schoenberg: 16,551,623 (B) Roy Schoenberg: 17,748,487 (iv) shared power to dispose or to direct the disposition of (A) Ido Schoenberg: 0 (B) Roy Schoenberg: 0 Notes : (1) Consists of (i) 1,295,149 shares of Class A Common Stock, (ii) 20,311 shares of Class A Common Stock to be issued pursuant to vesting of restricted stock units within 60 days of December 31, 2023, (iii) 13,471,279 shares of Class B Common Stock and (iv) 1,764,884 shares of Class B Common Stock underlying options that are currently exercisable. Each share of Class B Common Stock is convertible into one share of the Issuer’s Class A Common Stock at any time at the option of the holder thereof. Dr. Ido Schoenberg and Dr. Roy Schoenberg are parties to a voting agreement whereby each has agreed to vote their shares together as a group. Accordingly, each of Dr. Ido Schoenberg and Dr. Roy Schoenberg may be deemed to beneficially own each other’s stock with shared voting power, currently consisting in the aggregate of 3,379,945 shares of Class A Common Stock and 30,920,165 shares of Class B Common Stock. (2) Consists of (i) 2,044,174 shares of Class A Common Stock, (ii) 20,311 shares of Class A Common Stock to be issued pursuant to vesting of restricted stock units within 60 days of December 31, 2023, 7 CUSIP No. 03044L105 SCHEDULE 13G (iii) 13,919,118 shares of Class B Common Stock and (iv) 1,764,
OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS
Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS Not applicable.
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON
Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON Not applicable. Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY Not applicable.
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP
Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP See Item 4, which states the identity of the members of the group filing this Schedule 13G.
NOTICE OF DISSOLUTION OF GROUP
Item 9. NOTICE OF DISSOLUTION OF GROUP Not applicable.
CERTIFICATION
Item 10. CERTIFICATION Not applicable. 8 CUSIP No. 03044L105 SCHEDULE 13G Exhibit Index Exhibit 99.1.Joint Filing Agreement as required by Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended. 9 CUSIP No. 03044L105 SCHEDULE 13G
SIGNATURES
SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Dated as of February 12, 2024 IDO SCHOENBERG By: /s/ Ido Schoenberg ROY SCHOENBERG By: /s/ Roy Schoenberg 10