---
schema_version: "secwatch.filing_event.v1"
accession: "0000950170-23-030204"
form_type: "8-K"
ticker: "AMWL"
cik: "0001393584"
company_name: "American Well Corp"
filed_at: "2023-06-27T23:59:59+00:00"
generated_at: "2026-06-13T16:09:18.897202+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.3
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# American Well shareholders elect three Class III directors, ratify PwC, approve say-on-pay at 2023 annual meeting

## Summary
- Dr. Peter Slavin, Dr. Ido Schoenberg, Dr. Roy Schoenberg elected as Class III directors with >335M votes each.
- Ratification of PricewaterhouseCoopers LLP as independent auditor for FY2023: 400.9M for, 1.1M against.
- Advisory vote on named executive officer compensation approved: 343.9M for, 34.8M against, 23.3M broker non-votes.

## SEC filing metadata
- accession: 0000950170-23-030204
- form_type: 8-K
- ticker: AMWL
- cik: 0001393584
- company_name: American Well Corp
- filed_at: 2023-06-27T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.3
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1393584/000095017023030204/0000950170-23-030204-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1393584/000095017023030204/amwl-20230622.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000950170-23-030204
- JSON: https://secwatch.observer/filing/0000950170-23-030204.json
- Plain text: https://secwatch.observer/filing/0000950170-23-030204.txt

## Key facts
- Shareholder Votes
  American Well Corp shareholders approved Advisory vote on the compensation of the named executive officers at the 2023-06-22 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-06-22
  source text: The stockholders of the Company approved, by a non-binding advisory vote, the compensation paid to the company’s named executive officers, as disclosed in the Compensation Discussion and Analysis and the related compensation tables and narrative disclosure in the proxy statement. The voting results are as follows: For Withheld Broker Non-Votes 343,920,194 34,803,341 23,291,673
  evidence_url: https://www.sec.gov/Archives/edgar/data/1393584/000095017023030204/0000950170-23-030204-index.htm
- Shareholder Votes
  American Well Corp shareholders approved Election of Class III Director Nominees at the 2023-06-22 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-06-22
  source text: The stockholders of the Company elected each of the following Class III director nominees proposed by the Company’s Board of Directors to serve until the 2026 annual meeting of stockholders of the Company or until their respective successors have been duly elected and qualified. The voting results for each director nominee are as follows: Name For Withheld Broker Non-Votes Dr. Peter Slavin 335,472,295 43,251,240 23,291,673 Dr. Ido Schoenberg 373,544,093 5,179,442 23,291,673 Dr. Roy Schoenberg 373,908,389 4,815,146 23,291,673
  evidence_url: https://www.sec.gov/Archives/edgar/data/1393584/000095017023030204/0000950170-23-030204-index.htm
- Shareholder Votes
  American Well Corp shareholders approved Ratifying the Appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for fiscal year 2023 at the 2023-06-22 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-06-22
  source text: The stockholders of the Company ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The voting results are as follows: For Withheld Broker Non-Votes 400,948,563 1,066,645 -
  evidence_url: https://www.sec.gov/Archives/edgar/data/1393584/000095017023030204/0000950170-23-030204-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.