CUSIP No. 28238P109
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SCHEDULE 13D
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Page 2 of 6 Pages
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1
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NAMES OF REPORTING PERSON
Hudson Executive Capital LP
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||||||
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐ (b) ☐
|
||||||
3
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SEC USE ONLY
|
||||||
4
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SOURCE OF FUNDS
OO
|
||||||
5
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CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
☐
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||||||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||||
NUMBER OF
SHARES
BENEFICIALLY OWNED BY
EACH REPORTING
PERSON
WITH
|
7
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SOLE VOTING POWER
0
|
|||||
8
|
SHARED VOTING POWER
750,501
|
||||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||||
10
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SHARED DISPOSITIVE POWER
750,501
|
||||||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
750,501
|
||||||
12
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐
|
||||||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.8%(1)
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||||||
14
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TYPE OF REPORTING PERSON
PN, IA
|
||||||
(1)
|
Calculated based on 26,773,957 shares of common stock, $0.001 par value per share, of eHealth, Inc. (the “Company”) outstanding as reported in the
Company’s Annual Report on Form 10-K filed by the Company on March 1, 2022.
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CUSIP No. 28238P109
|
SCHEDULE 13D
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Page 3 of 6 Pages
|
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1
|
NAMES OF REPORTING PERSON
HEC Management GP LLC
|
||||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐(b) ☐
|
||||||
3
|
SEC USE ONLY
|
||||||
4
|
SOURCE OF FUNDS
OO
|
||||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
☐
|
||||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
||||||
NUMBER OF
SHARES
BENEFICIALLY OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|||||
8
|
SHARED VOTING POWER
750,501
|
||||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||||
10
|
SHARED DISPOSITIVE POWER
750,501
|
||||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
750,501
|
||||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐
|
||||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.8%(2)
|
||||||
14
|
TYPE OF REPORTING PERSON
PN, IA
|
||||||
(2)
|
Calculated based on 26,773,957 shares of common stock, $0.001 par value per share, of the Company outstanding as reported in the Company’s Annual Report on Form 10-K filed on March 1, 2022.
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CUSIP No. 28238P109
|
SCHEDULE 13D
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Page 4 of 6 Pages
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1
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NAMES OF REPORTING PERSON
Douglas L. Braunstein
|
||||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐(b) ☐
|
||||||
3
|
SEC USE ONLY
|
||||||
4
|
SOURCE OF FUNDS
OO
|
||||||
5
|
CHECK IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e)
☐
|
||||||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States
|
||||||
NUMBER OF
SHARES
BENEFICIALLY OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|||||
8
|
SHARED VOTING POWER
750,501
|
||||||
9
|
SOLE DISPOSITIVE POWER
0
|
||||||
10
|
SHARED DISPOSITIVE POWER
750,501
|
||||||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
750,501
|
||||||
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES
☐
|
||||||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.8%(3)
|
||||||
14
|
TYPE OF REPORTING PERSON
IN
|
||||||
(3)
|
Calculated based on 26,773,957 shares of common stock, $0.001 par value per share, of the Company outstanding as reported in the Company’s Annual Report on Form 10-K filed on March 1, 2022.
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CUSIP No. 28238P109
|
SCHEDULE 13D
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Page 5 of 6 Pages
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CUSIP No. 28238P109
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SCHEDULE 13D
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Page 6 of 6 Pages
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Schedule of transactions effected by the Reporting Persons during the past sixty days.
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HUDSON EXECUTIVE CAPITAL LP | |||
By: HEC Management GP LLC, its general partner | |||
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By:
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/s/ Douglas L. Braunstein | |
Name: Douglas L. Braunstein | |||
Title: Managing Member |
HEC MANAGEMENT GP LLC | |||
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By:
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/s/ Douglas L. Braunstein | |
Name: Douglas L. Braunstein | |||
Title: Managing Member |
DOUGLAS L. BRAUNSTEIN | |||
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By:
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/s/ Douglas L. Braunstein | |
Douglas L. Braunstein | |||
Trade Date
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Transaction
|
Security
|
Quantity Bought (Sold)
|
Unit Cost (1)
|
3/9/2022
|
Sell
|
Common Stock
|
(750,501)
|
$12.00
|
3/9/2022
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Buy to Cover
|
Flex European Call Option; Strike $65.00; Exp. 3/18/2022
|
7,505
|
$0.10
|
3/9/2022
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Sell
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Flex European Put Option; Strike $45.00; Exp. 3/18/2022
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(7,505)
|
$33.05
|