Talkspace Securities Settlement
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This website has been established to provide general information related to the proposed settlement of the case known as In re Talkspace, Inc. Securities Litigation, Civil Action No. 1:22-cv-00163-PGG, pending before the United States District Court for the Southern District of New York (the “Securities Action”) pendency of an action pending in the Delaware Court of Chancery entitled Valdez v. Braunstein, et al., Case No. 2022-1148-KSJM (the “Delaware Action,” and with Securities Action, the “Actions”). The capitalized terms used on this website, and not otherwise defined, shall have the same meanings ascribed to them in the Stipulation of Settlement (the "Stipulation") dated May 19, 2023, which can be found and downloaded by clicking on the Case Documents tab above. Your rights may be affected if you purchased or acquired Talkspace, Inc. F/K/A Hudson Executive Investment Corp. (“Talkspace” or the "Company") securities between June 11, 2020 and November 15, 2021, inclusive; and held Talkspace common stock as of the Record Date for the special meeting of shareholders held on June 17, 2021 to consider approval of the Merger between Talkspace and Hudson Executive Investment Corp. ("the "Merger") or who were entitled to vote on the approval of the Merger, ("Class" or "Class Member").

The Court ordered that the law firms of Robbins Geller Rudman & Dowd LLP and Rolnick Kramer Sadighi LLP represent the Class Members. These lawyers are called Lead Counsel. If you want to be represented by your own lawyer, you may hire one at your own expense.


As more fully described in the Notice of Pendency and Proposed Settlement of Class Actions (the "Notice"), the Securities Plaintiffs allege that all Defendants violated Sections 10(b) and 14(a) of the Securities Exchange Act of 1934 (the “Exchange Act”), and the Individual Defendants, HEC Sponsor and Hudson Executive violated Section 20(a) of the Exchange Act. More specifically, Plaintiffs allege that, throughout the Class Period (between June 11, 2020 and November 15, 2021, inclusive), and in the proxy statement issued in connection with the Merger, Defendants represented that Talkspace was an innovative technology company with strong operations, solid leadership, and substantial growth potential to match the strong demand for online therapy. The Securities Plaintiffs also allege that contrary to Defendants’ positive statements, Talkspace experienced substantial difficulties with operations, was unable to promptly match clients with their therapists (which negatively impacted client retention), experienced substantially increased customer acquisition costs in the business-to-consumer segment, and the business to business segment was not as rosy as represented. The Securities Plaintiffs also allege that Talkspace’s executives lacked the experience and expertise to properly manage a public company, they planned to leave the Company not long after the Merger, and Talkspace’s internal controls, procedures, and systems were inadequate. Defendants deny the Securities Plaintiffs’ allegations in their entirety and contend that they did not violate the Exchange Act.

The Delaware Plaintiff asserts claims for breach of fiduciary duty under Delaware law and aiding and abetting such breaches by orchestrating a conflicted and unfair Merger between HEIC and Talkspace, and by causing a materially false and misleading Proxy to be issued in connection with the Merger, thereby impairing stockholders’ redemption rights. The Delaware Plaintiff also alleged that the Proxy contained materially false and misleading projections, falsely stated that Talkspace believed the assumptions used to derive its forecasts were “both reasonable and supportable,” failed to disclose that the metric “business to business eligible lives” was created using double counting, omitted material information and contained materially misleading statements regarding Talkspace’s matching capabilities and technology, and omitted material information regarding the key metric “conversion rate.” The Delaware Plaintiff alleges that the unfair and conflicted Merger is subject to entire fairness review under Delaware law, and that the Merger was not entirely fair to Delaware Plaintiff and similarly situated former HEIC stockholders. Defendants deny the Delaware Plaintiff’s allegations in their entirety and contend they did not breach any duties or violate any laws.

On February 16, 2023, Securities Plaintiffs and Delaware Plaintiff, along with certain Defendants, participated in a confidential mediation with Robert A. Meyer, Esq., an experienced mediator. The attendees engaged in good-faith negotiations, and at the end of the mediation session, reached an agreement in principle to resolve the Actions in their entirety for $8,500,000 in cash.


The Settlement provides that, in exchange for the release of the Released Claims (defined in the Notice) and dismissal of the Actions, Defendants have agreed to pay (or cause to be paid) $8,500,000 in cash to be distributed after taxes, tax expenses, notice and claims administration expenses, and approved fees and expenses, pro rata, to Class Members who send in a valid Proof of Claim form pursuant to the Court-approved Plan of Allocation. The Plan of Allocation is described in more detail at the end of the Notice.


Although the information in this website is intended to assist you, it does not replace the information contained in the Notice and Stipulation, both of which can be found and downloaded by clicking on the Case Documents tab above. We recommend that you read the Notice and other relevant case documents carefully. You may also wish to read the answers to Frequently Asked Questions provided on this website.


SUBMIT A PROOF OF CLAIM FORM The only way to be eligible to receive a payment from the Settlement. Proof of Claim forms must be postmarked or submitted online on or before October 23, 2023.
EXCLUDE YOURSELF Get no payment. This is the only option that potentially allows you to ever be part of any other lawsuit against the Defendants or any other Released Defendant Parties about the legal claims being resolved by this Settlement. Should you elect to exclude yourself from the Class you should understand that Defendants and the other Released Defendant Parties will have the right to assert any and all defenses they may have to any claims that you may seek to assert, including, without limitation, the defense that any such claims are untimely under applicable statutes of limitations and statutes of repose. Exclusions must be postmarked on or before October 9, 2023.
OBJECT Write to the Court about why you do not like the Settlement, the Plan of Allocation, and/or the request for attorneys’ fees and expenses. You will still be a Member of the Class. Objections must be received by the Court and counsel on or before October 9, 2023. If you submit a written objection, you may (but do not have to) attend the hearing.
GO TO A HEARING ON OCTOBER 30, 2023 Ask to speak in Court about the fairness of the Settlement. Requests to speak must be received by the Court and counsel on or before October 9, 2023.
DO NOTHING Receive no payment. You will, however, still be a Member of the Class, which means that you give up your right to ever be part of any other lawsuit against the Defendants or any other Released Defendant Parties about the legal claims being resolved by this Settlement and you will be bound by any judgments or orders entered by the Court in the Actions.


Submit Proof of Claim: October 23, 2023
Request Exclusion: October 9, 2023
Submit Objection: October 9, 2023
File Notice of Intention to Appear: October 9, 2023
Settlement Hearing: October 30, 2023 at 10:00 a.m.