Talkspace agrees to $5.25/share UHS buyout; revenue up 22% but growth slows amid AI expansion

Filed March 13, 2026 · Period ending December 31, 2025 · Compared to 10-K Mar 12, 2025 · ~2 min read

Key Changes

• high

  Definitive merger with Universal Health Services at $5.25/share cash (~$835M) expected Q3 2026, subject to shareholder vote and regulatory clearance. $32.4M termination fee limits competing bids.

  Business: Pending Merger with UHS verify on EDGAR →
• high

  Revenue grew 22% to $228.9M (vs 25% prior year); payor sessions up 31.5% to 1.6M but growth rate decelerated from 44.5% prior year. Consumer members fell 31% to 5,000.

  MD&A: Revenue growth verify on EDGAR →
• high

  Net income jumped to $7.8M from $1.1M; adjusted EBITDA more than doubled to $15.8M. Cash declined $25M to $92.6M due to $17.2M share buybacks and Wisdo Health acquisition.

  MD&A: Net income improvement verify on EDGAR →