(Mark One)☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the quarterly period ended March 31, 2026OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the transition period fromtoCommission File Number: 001-39314 TALKSPACE, INC.(Exact Name of Registrant as Specified in its Charter) Delaware84-4636604(State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification No.)622 Third Avenue, New York, New York10017(Address of principal executive offices)(Zip Code)(212) 284-7206(Registrant’s telephone number, including area code)N/A(Former name, former address and former fiscal year, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) hasbeen subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was requiredto submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and“emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer☐Non-accelerated filer☐Emerging growth company☐ Accelerated filer☒ Smaller reporting company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☒ As of May 7, 2026, the registrant had 167,512,566 shares of common stock, $0.0001 par value per share, outstanding. Table of Contents PART I.FINANCIAL INFORMATION Item 1.Financial Statements (Unaudited)3Condensed Consolidated Balance Sheets as of March 31, 2026 (unaudited) and December 31, 20253Condensed Consolidated Statements of Operations (unaudited) for the three months ended March 31, 2026and 20254Condensed Consolidated Statements of Comprehensive Income (Loss) (unaudited) for the three monthsended March 31, 2026 and 20255Condensed Consolidated Statements of Stockholders' Equity (unaudited) for the three months ended March31, 2026 and 20256Condensed Consolidated Statements of Cash Flows (unaudited) for the three months ended March 31, 2026and 20257Notes to Unaudited Condensed Consolidated Financial Statements8Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations17Item 3.Quantitative and Qualitative Disclosures About Market Risk27Item 4.Controls and Procedures27PART II.OTHER INFORMATIONItem 1.Legal Proceedings28Item 1A.Risk Factors28Item 2.Unregistered Sales of Equity Securities and Use of Proceeds28Item 3.Defaults Upon Senior Securities28Item 4.Mine Safety Disclosures28Item 5.Other Information28Item 6.Exhibits29Signatures30 PART I—FINANCIAL INFORMATION TALKSPACE, INC.CONDENSED CONSOLIDATED BALANCE SHEETS The accompanying notes are an integral part of the condensed consolidated financial statements. TALKSPACE, INC.CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(Unaudited) The accompanying notes are an integral part of the condensed consolidated financial statements. TALKSPACE, INC.CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)(Unaudited) TALKSPACE, INC.CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY(Unaudited) TALKSPACE, INC.CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS(Unaudited) TALKSPACE, INC.NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS(Unaudited) NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Talkspace, Inc. (together with its consolidated subsidiaries, the “Company” or “Talkspace”) is a leading behavioral healthcarecompany enabled by a purpose-built technology platform. Talkspace provides individuals and licensed therapists, psychologists andpsychiatrists with an online platform for one-on-one therapy delivered via messaging, audio and video. Since its founding in 2012,the Company has connected millions of patients with licensed behavioral health providers across a wide and growing spectrum ofcare through virtual counseling, psychotherapy and psychiatry. The Company's principal executive office is located in New York, NY. The Company has wh