Monitor for further board departures or potential activist interest given the ongoing turnover. The annual meeting outcome is unlikely to be materially affected, but the lack of a replacement nominee may signal difficulty in attracting qualified directors.
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Executive Summary
American Well filed a DEFA14A supplement to its 2026 proxy statement, announcing that co-founder Dr. Roy Schoenberg will not stand for re-election as a Class III director at the annual meeting and that the board will not nominate a substitute. This follows his recent resignation from the board on May 6, 2026, and the earlier resignation of director Dr. Peter Slavin, continuing a pattern of board turnover at the $146M market cap telehealth company.
Key Facts
- Dr. Roy Schoenberg, co-founder and former Executive Vice Chairman, will not stand for re-election as a Class III director at the 2026 annual meeting.
- The board will not nominate a substitute candidate for the vacant seat.
- Votes cast on Schoenberg's re-election proposal will not be counted.
- This follows Schoenberg's resignation from the board on May 6, 2026, and the earlier resignation of director Dr. Peter Slavin.
- The supplement updates the definitive proxy statement filed April 23, 2026.
Financial Impact
No direct financial impact; board composition change at a $146M market cap company with no substitute nominee.
Risk Factors
- Continued board departures could signal governance instability or internal disagreements.
- No substitute nominee may reduce board diversity or expertise, potentially impacting strategic oversight.
- Shareholder dissatisfaction could emerge if the board fails to fill vacancies promptly.
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| DEFA14A Filing (Primary) | 0000950103-26-008695 |
| Document: 0000950103-26-008695-index-headers.html | 0000950103-26-008695 |
| Document: 0000950103-26-008695-index.html | 0000950103-26-008695 |
| Document: 0000950103-26-008695.txt | 0000950103-26-008695 |
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| Type | Now | ||||
|---|---|---|---|---|---|
Sep 3, 2026 4w ago | Insider Cluster | $13.25 $12.39 | ▼ −6.49% | ▼ −5.30% | $12.82 (−3.25%) |
Aug 4, 2026 8w ago | 8-K | $13.02 $12.83 | ▼ −1.46% | ▼ −0.86% | $12.82 (−1.54%) |
Jul 1, 2026 13w ago | 144 | $9.25 $10.84 | ▲ +17.19% | ▲ +17.60% | $12.82 (+38.59%) |
Jul 1, 2026 13w ago | Insider Cluster | $9.37 $10.77 | ▲ +14.94% | ▲ +17.13% | $12.82 (+36.82%) |
Jun 9, 2026 16w ago | DEFA14A | $8.50 $8.99 | ▲ +5.76% | ▲ +4.32% | $12.82 (+50.82%) |
Jun 3, 2026 17w ago | Insider Cluster | $8.65 $9.25 | ▲ +6.92% | ▲ +8.55% | $12.82 (+48.19%) |
Jun 1, 2026 17w ago | 144 | $8.35 $9.37 | ▲ +12.20% | ▲ +14.02% | $12.82 (+53.51%) |
May 18, 2026 19w ago | Press Release | $7.60 $8.69 | ▲ +14.33% | ▲ +12.14% | $12.82 (+68.66%) |
May 12, 2026 20w ago | 8-K | $7.69 $8.42 | ▲ +9.48% | ▲ +11.21% | $12.82 (+66.69%) |
May 5, 2026 21w ago | 8-K | $6.99 $8.46 | ▲ +21.01% | ▲ +18.23% | $12.82 (+83.38%) |
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