What changed in this filing

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Item 1. Business

2022-02-28 compared with 2021-03-26 · 250 added, 184 removed, 356 unchanged (55% of the section changed)

We are a leading telehealth company enabling digital delivery of care for healthcare’s key stakeholders.

We empower our clients at the enterprise level with the core technology and services necessary to successfully develop and distribute telehealth programs that meet their strategic, operational, and social objectives under their own brands.

The Amwell Platform is a complete digital care delivery solution that equips our health system, health plan and innovator, including government, clients with the tools to enable new models of care for their patients and members.

Our scalable technology embeds with our clients’ existing offerings and clinical workflows, spanning the continuum of care and enabling care delivery across a wide variety of clinical, retail, school and home settings.

Our client-focused approach drives our success as one of the largest telehealth companies.

As of December 31, 2020, we powered the digital care programs of 58 health plans, which support over 36,000 employers and collectively represent more than 80 million covered lives, as well as 158 of the nation’s largest health systems, encompassing more than 2,000 hospitals.

We are a leading enterprise software company enabling digital delivery of care for healthcare’s key stakeholders.

We empower our clients with the core technology and services necessary to successfully develop and distribute virtual care programs that meet their strategic, operational, financial and clinical objectives under their own brands.

The Amwell Platform is a complete digital care delivery solution that equips our health system, health plan, government, and innovator clients with the tools to enable new models of care for their patients and members.

Our scalable technology integrates with our clients’ existing offerings and clinical workflows, spanning the continuum of care and enabling care delivery across a wide variety of clinical, retail, school and home settings.

Our client-focused approach drives our success as one of the largest global digital healthcare enterprise software companies.

As of December 31, 2021, we powered the digital care programs of over 55 health plans, which collectively represent more than 80 million covered lives, as well as approximately 150 of the nation’s largest health systems, encompassing more than 2,000 hospitals.

Since inception, we have powered over 14.3 million telehealth visits for our clients, including more than 5.8 million in the year ended December 31, 2021.

The Amwell Platform enables care delivery across the full healthcare continuum – from primary and urgent care in the home to high acuity specialty consults, such as telestroke and telepsychiatry, in the hospital.

The Amwell Platform enables virtual and automated care delivery across the full healthcare continuum – from primary and urgent care in the home to high acuity specialty consults, such as telestroke and telepsychiatry, in the hospital.

We support both on-demand and scheduled consultations and offer pre-packaged care modules and programs that power over 100 unique use cases today.

Our platform can be fully embedded into our clients’ patient/member portals and provider workflows.

The Amwell Platform can be fully integrated into our clients’ patient/member portals and provider workflows.

Providers can launch telehealth directly from their native EHRs, with seamless integration to their payer eligibility and claims systems.

Providers, patients and members can access this care through a full range of Carepoints ™ , including via mobile, web, phone and our proprietary kiosks and carts that support multi-way video, phone or secure messaging interactions.

Providers, patients and members can access this care through a full range of Carepoints ™ , including via mobile, web, phone and our proprietary carts that support multi-way video, phone or secure messaging interactions.

Through our recent acquisitions of Conversa Health, Inc.

(“Conversa”) and SilverCloud Health Holdings, Inc (“SilverCloud”) (together, the “August 2021 Acquisitions”), we enable automated care touchpoints, support ongoing treatment and care through digital engagements, and escalate care when needed to a live clinician.

As of December 31, 2021, approximately 88,000 of our clients’ providers use the Amwell Platform to serve their patients and members.

When needed, we augment and extend our clients’ clinical capabilities with Amwell Medical Group (“AMG”), a nationwide clinical network of over 5,000 multi-disciplinary providers covering 50 states with 24/7/365 coverage.

When needed, we augment and extend our clients’ clinical capabilities with Amwell Medical Group (“AMG”), a nationwide network of clinical entities with over 6,500 multi-disciplinary providers covering 50 states with 24/7/365 coverage.

The AMG network includes a clinical entity with care capabilities that have been accredited by the National Committee for Quality Assurance (“NCQA”) and a separate clinical entity with care capabilities accredited by the Joint Commission.

Converge is the latest version of the Amwell Platform and is meant to be reliable, flexible, scalable, secure and fully integrated with other healthcare software systems.

Converge offers state-of-the-art data architecture and video capabilities, flexibility and scalability, and a user experience designed around the needs of patients and providers.

Converge has been designed from the ground up with the holistic understanding that the future care of any one patient will inevitably blend a mix of physical, digital, and automated experiences.

The telehealth of today has grown to encompass hybrid care models, asynchronous and automated care, remote patient monitoring, patient and provider engagement — and the flow of data that drives all of the above.

With Converge, the digital care capabilities that health systems and health plans care about — for example virtual primary care, post-discharge follow-up, chronic condition management, remote patient monitoring — are aligned into a single digital care operating system that aggregates all of the data from these care experiences to provide real-time insight.

By providing a single platform for the digital distribution of care, Converge will accelerate innovation and interoperability for health system and health plan clients as well as other healthcare innovators, who aim to offer a seamless experience for providers, patients and members.

Our Industry Opportunities

Healthcare today is inefficient, expensive, complicated and fragmented – resulting in substantial challenges for providers, health plans, and patients.

We believe telehealth is central to overcoming these key structural challenges, which include:

By addressing these challenges, virtual care delivery offers many opportunities to improve healthcare, which include:

Solving the Access Crisis Driven by Provider Shortages and Inefficient Resource Allocation;

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One Platform, Powering the Care Continuum

The Amwell Platform is a scalable, secure telehealth platform that supports a full range of telehealth functionality.

The Amwell Platform consists of the Home line (provider-to-patient telehealth interactions, typically in the home), the Hospital line (supporting provider-to-provider telehealth interactions, or provider-to-patient, typically in an inpatient or ambulatory setting) and Amwell Now which straddles the home and hospital lines by providing an easy way for providers to connect patients in the home or hospital.

Our enterprise solution offers clients the ability to implement and quickly expand their telehealth offerings across many areas of clinical practice.

Our platform is a highly configurable, white-labeled infrastructure that enables clients to deliver telehealth under their own brands and with their own providers.

We offer a full range of management software, clinical workflows, Carepoint TM hardware and system integrations to deliver care across many modalities, including video, phone and secure messaging.

The Amwell Platform is a scalable, secure software platform that supports a full range of virtual care functionality.

Historically, Amwell has offered the Home line (provider-to-patient telehealth interactions, typically in the home), and the Hospital line (supporting provider-to-provider telehealth interactions, or provider-to-patient, typically in an inpatient or ambulatory setting).

Converge brings these two lines together into a single and comprehensive enterprise software platform that is built to be more scalable, modular, embeddable, efficient, and capable.

In particular, Converge enables the integration of asynchronous care pathways, such as text and data exchange, with synchronous care pathways such as live video calls.

As of December 31, 2021, 53 Amwell clients have deployed Converge.

Our Converge rollout began with the introduction of Amwell Now, which allows clients to connect easily with patients in the home or the hospital and continued as we added EHR embedding capabilities during 2021.

We expect that substantially all existing Amwell clients will be operating on Converge by the first half of 2023.

The Amwell Platform offers clients the ability to implement and quickly expand their virtual care offerings across many areas of clinical practice.

Our Platform is a highly configurable, brandable infrastructure that enables clients to deliver virtual care under their own brands and with their own providers.

We offer a full range of management software, clinical workflows, Carepoint TM hardware and system integrations to deliver care across many modalities, including video, text, and phone.

Our Platform is designed to support the continuum of care by offering the specific workflows and device solutions needed to deliver this care.

Our open architecture allows the Amwell Platform to connect to existing systems, devices and access endpoints and to embed telehealth into our clients’ workflows.

Our SDKs enable access to a broad set of APIs to offer clients the ability to integrate, embed and customize telehealth across their digital domains, including:

The Amwell Platform includes a broad set of APIs and embeddable software widgets that offer clients the ability to integrate, embed and customize virtual care across their digital domains, including:

Patient access points such as white-labeled web and mobile apps, 24-hour nurse and customer support lines and customer applications, such as patient or member “digital front doors”;

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Administrative functions such as enrollment, clinical management, payment, eligibility and claims administration, e-prescribing, follow-up and data interchange;

Ability to tap into all functions of the Amwell Network Operations Center (“NOC”) and Telehealth Operational Dashboard for all patient front doors and provider access points, ensuring seamless care delivery across owned providers and provider networks and affiliates for 24/7 load balancing.

The Amwell Platform is designed to quickly launch and remotely implement telehealth offerings for our clients and grow with them as they broaden their digital offerings through additional modules for a wide variety of use cases.

Health systems typically begin with either urgent care or an acute use case, such as telestroke or telepsychiatry, and subsequently add modules for areas such as scheduled specialty follow-up visits, virtual rounding, school-based services and more.

Health plans typically begin with an urgent care service and later add behavioral health or other services designed to support the needs of their employer clients, such as breastfeeding support, EAP therapy or nutrition services.

In emergency situations, such as natural disasters or the recent COVID-19 pandemic, our clients can start new practices and see patients using our telehealth solution in a matter of days.

We have designed the Amwell Platform to be intuitive and convenient for both patients and providers:

Health plans typically begin with an urgent care or virtual primary care service and add behavioral health or other services designed to support the needs of their employer clients, such as musculoskeletal care, second opinions, dermatology, lactation support, or nutrition services.

In emergency situations, such as natural disasters or the recent COVID-19 pandemic, our clients can start new practices and see patients using our virtual care solution in a matter of days.

We have designed the Amwell Platform to be intuitive and convenient for both patients, providers and payors:

Patients— For patient-initiated on-demand visits, patients can either choose a specific provider or elect to see the next available physician.

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Post visit, patients can access their visit record or share it with other providers in their care team.

The Amwell Platform is rated an average of 4.8 out of 5 stars by patients on all health system and health plan platforms, as well as our direct-to-consumer platform, and has achieved an average NPS score of 56 across our clients’ various branded services for the full-year period ended December 31, 2020.

The Amwell Platform is rated an average of 4.8 out of 5 stars by patients on all health system and health

plan platforms, as well as our direct-to-consumer platform, and has achieved an average NPS score of 5 5 across our clients’ various branded services for the full-year period ended December 31, 2021 .

Providers— The Amwell Platform is designed to deliver an easy-to-use provider experience via web or mobile application.

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Importantly, many of our modules can be initiated directly from within a provider’s EHR system, creating a seamless experience and reducing redundant data entry.

Payors — The Amwell Platform integrates directly with claims and eligibility systems to enable eligibility verification and collection of correct co-insurance payments from patients at the time of the visit.

In addition, Amwell enables payors to present key clinical quality information, such as gaps in care, to providers at the time of a visit.

The Amwell Platform also enables payors with provider networks or integrated delivery networks to seamlessly incorporate their own providers to care delivery programs.

Carepoints Enable a Variety of Clinical Settings

Patients and members access our platform through a wide variety of Carepoints.

These Carepoints include not only patient and provider supplied devices for app-based access over web, mobile and phone, but also a full range of purpose-built devices for use in clinical settings.

Our proprietary Carepoint portfolio, which includes the C500, Touchpoint Table, and Hospital TV, enables providers to deliver digital care into clinical care locations, such as the Emergency Department (the “ED”) and clinics, as well as into community settings such as retail stores, community centers, employer sites, skilled nursing facilities and schools.

Patients and members access the Amwell Platform through a wide variety of Carepoints.

These Carepoints include not only patient and provider supplied devices for app and web-based access over web, mobile and phone, but also a full range of purpose-built devices for use in clinical settings.

Our proprietary Carepoint portfolio, which includes the C500, Touchpoint Tablet, and Hospital TV, enables providers to deliver digital care into clinical care locations, such as the Emergency Department (the “ED”), clinics and hospital at home, as well as into community settings such as retail stores, community centers, employer sites, skilled nursing facilities and schools.

These devices are built to rigorous safety and clinical standards and have advanced features including far-end camera controls, fleet monitoring and connectivity to a variety of diagnostic scopes and examination tools.

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We offer a full suite of paid, supporting services to our clients to enable their telehealth offerings.

AMG is a 24/7/365 nationwide provider group with care capabilities that have been accredited with the National Committee for Quality Assurance (“NCQA”), Utilization Review Accreditation Commission (“URAC”) Telehealth Accreditation Program and the Joint Commission.

AMG employs more than 5,000 providers across primary and urgent care, behavioral health therapy, acute psychiatry, lactation counseling and nutrition to provide licensed, reimbursable medical staffing for digital care delivery to our clients.

AMG contracts with more than 6,500 providers across primary and urgent care, behavioral health therapy, acute psychiatry, lactation counseling and nutrition to provide licensed, reimbursable medical staffing for digital care delivery to our clients.

AMG can be used to augment provider capacity during nights, weekends or times of high demand, fill gaps in specialist coverage in acute hospital settings and to enable expanded geographic coverage in cases where state-level licensing requirements restrict the ability of our clients’ own physicians to treat patients outside of their own geographic locations.

Additionally, we provide professional services to facilitate telehealth implementation, workflow design, systems integration and service expansion.

To help our clients promote adoption and utilization, we offer highly effective patient and provider engagement services through our internal digital engagement agency.

To help our clients promote adoption and utilization, we offer patient and provider engagement services.

Our Market Opportunity

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We estimate the current subscription revenue market opportunity for health plan and health system customers to be approximately $8.7 billion and $3.7 billion, respectively.

There are over 290 million lives enrolled in insurance plans that we have identified as potential subscribers to our platform.

In the health plan space, there are over 290 million lives enrolled in insurance plans that we have identified as potential subscribers to our Platform.

We have also identified 802 health systems who would potentially benefit from the Amwell Platform.

Additionally, in the health system space, we have identified an additional $8.4 billion for the provider-to-provider market.

For AMG, we estimate the urgent care and telepsychiatry visit revenue market opportunity to be approximately $18.2 billion and $3.9 billion, respectively.

Additional Digital Care Market Opportunities

The broader behavioral health market is estimated to be an additional $29 billion, and this market opportunity has opened up more broadly through our acquisition of SilverCloud.

Finally, our acquisition of Conversa Health brings the addition of the automated care market, which is estimated to be an additional $5 billion.

This brings the total addressable market for Amwell to $76.9 billion.

We intend to grow our addressable market through continued expansion into market adjacencies that we believe represent a significant opportunity to serve millions of additional potential patients and members.

These adjacencies may include pharmaceuticals and biotech, remote patient monitoring, healthcare at home and other areas of digital care delivery.

The addition of SilverCloud, with a global presence, significantly expands our international market opportunity in the behavioral health space, which is estimated to be $52 billion internationally.

Our Competitive Strengths

Enabling Our Clients to Deliver the Continuum of Care

Our platform enables our clients to utilize their own provider networks to digitally distribute treatment to their patients and members across the continuum of care.

Supporting the Full Continuum of Care with Synchronous and Asynchronous Capabilities

The Amwell Platform enables our clients to deploy and configure care pathways that blend a range of synchronous and asynchronous services.

For example, a patient may benefit from ongoing text-based therapy to assist with managing a behavioral health issue, chronic condition, or post-discharge.

Yet this patient can also be escalated to a live provider via video using rules that we can configure or patient choice.

The mix of automated and virtual care capabilities offered by Amwell is unique in virtual care and enables our clients to operate more efficiently while adhering to their own clinical pathways.

Enabling Our Clients Own Provider Networks

The Amwell Platform enables our clients to utilize their own provider networks to digitally distribute treatment to their patients and members across the continuum of care.

This capability was demonstrated most clearly during the recent COVID-19 crisis, when our health system and health plan clients were able to deploy tens of thousands of their own providers onto their telehealth platforms.

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Our scalable Platform allows us to grow with the digital care delivery needs of our clients.

Most clients start by providing a single use case, such as urgent care, or start with a subset of their members or patients, such as employer administrative services.

As our clients expand their digital care delivery solutions, they can add modules that support additional specialists or specific use cases across broader patient and/or member populations.

Our products are currently available in more than 40 modules or programs that offer the necessary workflows to deliver care across over 100 individual use cases.

Most clients start by providing a single use case, such as urgent care, or start with a subset of their members or patients.

As our clients expand their digital care delivery solutions, they can add modules that support additional specialties or specific use cases across broader patient and/or member populations.

Our products are currently available in more than 40 modules and programs that offer the necessary workflows to deliver care across over 100 individual use cases.

In addition to clients increasing their telemedicine use cases over time, they tend to expand their use of Carepoints as well as consumer devices.

As we expand our capabilities, our module, program and Carepoint-based approach allows us to partner with clients that are new to telehealth as well as with rapidly expanding telehealth market leaders.

Support for Third Party Applications – Including Clients’ Own Apps

The Amwell Platform offers the ability to launch apps from within the virtual care visit.

This means that clients can make care programs, such as text-based cognitive behavioral therapy or chronic condition management, available for providers to share with patients directly at the time of a visit.

In addition, third party innovators who want to offer a capability to the Amwell client ecosystem, can do so.

One example of this is translation services – where Amwell has partnered with Google for real time transcription/translation, and with leading third parties for summoning live translators to join a video visit.

Client-Branded, Embedded Digital Experiences

Our configurable Amwell Platform and its associated SDKs and APIs encourages our clients to white-label and deploy telehealth programs under their own brands, unlike other telehealth players who promote programs under their own names.

Our configurable Amwell Platform and its associated APIs and widgets encourages our clients to deploy virtual care programs under their own brands, unlike other telehealth players who promote programs under their own brands.

Our differentiated approach empowers our clients to advance the look, feel and trust associated with their market-leading brands while we provide the core technology and clinical support to enable quality patient and member care.

We are aligned with clients and partner to build tailored digital care distribution programs instead of competing with them for their patients.

We are aligned with clients and partner with them to build tailored digital care distribution programs instead of competing with them for their patients.

Platform Integration That Provides for the Efficient Delivery of Digital Care

We enable digital care distribution to be integrated into existing care pathways and workflows rather than as a separate experience.

Our proprietary SDKs, APIs and system integrations enable clients to embed telehealth into existing workflows utilized by providers and patients.

Our proprietary APIs and embeddable software widgets enable clients to embed telehealth into existing workflows utilized by providers and patients.

Our Platform is provided directly within or synchronized with our providers’ EHR systems, including Cerner and Epic, as well as through the mobile apps, 24-hour nurse and customer support lines and “digital front doors” that patients and members’ access.

From an experiential perspective, clients using Converge can deploy various “front door” experiences to best serve their audiences.

Providers operating out of their EHRs typically prefer

operating the Converge functionality from within (embedded in) their existing platform (e.g., Hyperspace for Epic).

On the patient side, a variety of front doors lead to a configured consumer experience, including SSO from a patient portal (e.g., Epic MyChart) or from a dedicated portal experience.

In both cases, no additional login is required as members transition into their telehealth experience.

We also integrate with back - end systems to streamline administrative functions such as enrollment, clinical management, payment, claims administration, e-prescribing, follow-up and data interchanges such as picture archiving and communication systems (“ PACS ”) .

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Our broad range of connected healthcare providers is attractive to health plans seeking to expand their care networks, while health systems are drawn to a network with a large number of health plans that allows for the possibility to extend their services through the digital distribution of their care.

For example, a large health plan is using the Amwell Platform in a program that seeks to close 20 gaps in care that are commonly seen across different high priority populations.

Our ecosystem benefits from scale in our client base across each stakeholder vertical.

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Our ecosystem is also strengthened by our partnerships with innovators that bring new services and capabilities to the Amwell Platform.

Our partnership with Google allows us to offer captions and translations capabilities for better provider to patient communication and our joint venture with Cleveland Clinic, The Clinic, enables Second Opinion programs through the Amwell Platform.

Finally, the breadth of our ecosystem has enabled a deep understanding of health system and health plan workflows and reimbursement arrangements between our clients, allowing us to tailor our capabilities to their needs.

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Our acquisition of Aligned Telehealth Inc.

(the “Aligned Acquisition”) bolstered AMG’s roster to now include over 1,000 behavioral health providers, strengthening the network we are able to offer our customers.

and its clinical affiliate (“Aligned”) in 2019 (the “Aligned Acquisition”) bolstered AMG’s roster to now include over 1,600 behavioral health providers, strengthening the network we are able to offer our customers.

For health plans, AMG provides essential nationwide clinical coverage for members across a broad range of specialties.

For health systems, most require clinical support for their initial programs and then transition to weekend or evening coverage as their providers come onboard.

For health systems, most require clinical support for their initial programs and then transition to weekend or evening coverage as their clinicians are provisioned.

For rural health systems or community hospitals, these clinical services provide wraparound care or access to critical services like telestroke or psychiatry when they may not have any providers to meet these patient needs.

During natural disasters or emergent health events such as the COVID-19 pandemic, AMG can quickly augment staffing needs.

By delivering access to on-demand medical staffing, we believe AMG brings trust and stability to our clients’ digital care delivery solutions.

Amwell and Google Cloud are collaborating on a suite of innovative solutions to meet the needs of healthcare clients.

Amwell leverages Google’s Cloud Healthcare API to enhance its data infrastructure, providing pathways to intelligent analytics and machine learning capabilities.

Examples include patient data display within clinical panels directly in the visit and intelligent patient queueing for visits driven by machine learning.

Google’s Contact Center AI makes customer support more efficient and enables an enhanced support experience for customers, improving efficiency and generating deeper analytical insights to drive continuous improvements in the system.

Amwell is creating its App Marketplace Developer Portal.

This portal gives clients and partners the opportunity to deliver critical value and ground-breaking innovation to providers, staff, and patients, while reducing the required operational complexity.

Experienced Management

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We intend to continue to drive greater adoption among existing clients in four ways:

Expanding the populations to which they offer services —Health plans may begin by offering telehealth to a subset of their total membership and over time expand to more members.

Expanding the populations to which our clients offer services —Health plans may begin by offering telehealth to a subset of their total membership and over time expand to more members.

Health systems may start with a single hospital or region and then expand system wide.

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We use targeted patient and provider engagement campaigns, best practices training as well as operational support to further drive an increase in usage across our Platform.

Adding new modules and programs —Most clients begin with one or two use cases for telehealth, but then expand into additional clinical areas.

For health plans, additional programs are typically focused around the needs of employer clients and are increasingly driven by Medicare Advantage and Managed Medicaid business.

For health systems, additional modules typically include a range of specialty care use cases across the care continuum.

Adding new modules and programs —Most clients begin with one or two use cases for digital care delivery, but then expand into additional clinical areas.

For health plans, additional programs are typically focused around virtual primary care, behavioral health services, and a range of condition management services that meet the needs of employer clients as well as Medicare Advantage.

For health systems, additional modules typically include an expanding range of specialty care use cases across the care continuum.

Enabling the sale of new programs and services for clients to sell to their consumers and B2B customers – Many clients benefit from our scalable and customizable Platform to create high value programs to sell into their customers, whether they be Virtual Primary Care staffed by their own providers, chronic care management programs or retail urgent care.

The customizable and configurable Platform allows clients to target specific populations and opens up new revenue sources for our clients, driving high value.

Expanding their Carepoints —Clients typically increase the number of Carepoints over time, as they penetrate additional locations and expand their own network of digital care delivery.

As the number of Carepoints rise, utilization goes up and our clients recognize additional value.

We intend to continue to promote our proprietary Carepoints across our client base and believe that new Carepoint offerings such as our Hospital TV and planned home TV will further expand usage of our platform.

We intend to continue to promote our proprietary Carepoints across our client base and believe that new Carepoint offerings such as our Hospital TV will further expand usage of the Amwell Platform.

Increase Penetration by Adding New Clients within our Core Verticals

While we already partner with many of the largest health systems and health plans in the United States, there is still significant white space to add additional customer relationships.

Additionally, Medicare and Medicaid programs provide a significant growth opportunity as they continue to expand telehealth as a reimbursable service across use cases.

We expect to obtain an Authority to Operate within the Department of Defense’s health services which will provide additional entry points into government health services, where we believe there is a significant opportunity for growth.

While we already partner with many of the largest health systems and health plans in the United States, there is still significant room to add additional customer relationships.

Additionally, Medicare Advantage and Managed Medicaid programs provide a significant growth opportunity as they continue to expand telehealth as a reimbursable service across use cases.

We continue to invest in our direct sales force and channel management capabilities to support growth and client support.

Invest in Platform to Continue to Expand Capabilities

We continue to invest in the Amwell Platform to develop new technologies, products, modules/programs and capabilities that meet the broadening needs of our clients.

We continue to invest in the Amwell Platform with Converge and are developing new technologies, products, modules/programs and capabilities that meet the broadening needs of our clients.

We also partner with our clients and other stakeholders to build new features, modules and programs.

This includes the ongoing development of our digital tools program capabilities, which allow our clients to design new healthcare protocols by combining brick and mortar services with digital healthcare delivery in areas such as primary or cancer care.

We plan to expand the reach of our digital platform into new areas by investing in new technologies.

For example, our Hospital TV allows patients to access digital health services in their hospital room via TVs and our planned home TV Carepoint hardware solution will allow patients to access digital health services at home via TVs.

We are investing in AI technology that is designed to help expand patient engagement while improving efficiencies and reducing the cost of care.

The first example of this AI deployment occurred during the COVID-19 crisis, when we launched “Ami,” an AI-based COVID-19 triage chatbot tool.

Ami can be configured for use with other medical conditions and assessments.

Our development of Converge expands the reach of our digital platform into new areas by investing in new technologies.

For example, our Hospital TV product allows patients to access digital health services in their hospital room via TVs and our planned Home TV Carepoint hardware solution will allow patients to access digital health services at Home via TVs.

Outside of the in-visit experience, the Amwell Platform is also designed to host a library of automated and asynchronous interactions that serve as a digital companion to patients in the space between visits.

These evidence-based interactions — which include chatbots, text-message reminders and nudges, patient education resources, remote patient monitoring, and more — not only reinforce the treatment prescribed during the visit but also generate valuable data and insights for providers, with the ability to escalate to virtual or in-person care as needed.

Detecting a sudden increase in pain, redness around a surgical wound, or a very high blood pressure reading, for instance, can trigger an immediate virtual visit or scheduling an in-person appointment with a clinician.

Continued investment in interoperability including remote patient monitoring, advanced analytics and lab services as well as the home delivery of pharmaceuticals is expected to allow us to expand use cases.

Increase Partnerships with Innovators to Better Enable the Digital Care Capabilities of our Clients

Our investments in interoperability with other technologies have allowed us to partner with innovative companies to develop unique products and services.

Our current strategic partnership with Cerner, as well as relationships with Epic and other EHR providers, allows our services to be accessed directly through EHR interfaces.

We support a telehealth sleep program with Philips allowing for the remote diagnosis and treatment of various common sleep disorders.

We launched Second Opinion services through our Cleveland Clinic joint venture.

We believe these partnerships will differentiate our offering and add new capabilities to drive demand and add value for our clients.

Expand into International Markets

As regulatory and reimbursement systems around the world evolve, we see a significant opportunity to expand internationally.

We signed our first major international client in 2017 when Meuhedet Health Services, a leading Israeli Health Maintenance Organization with 1.2 million covered lives, joined our platform.

We signed our first major international client in 2017 when Meuhedet Health Services, a leading Israeli Health Maintenance Organization with 1.2 million covered lives, licensed our Platform.

Meuhedet’s telehealth program, launched in 2019, created Israel’s first “Hybrid HMO” using telehealth as the first line of contact for plan members for seamless care delivery and reduced facilities costs for Meuhedet.

Our acquisition of Avizia, Inc.

(“Avizia”) in 2018 also brought an international footprint in telehealth Carepoint carts that we continue to grow.

Our acquisition of SilverCloud, which already operates as a partner of the UK’s National Health Service and as a program in other European countries, will enable growth of behavioral health services into markets outside of the U.S.

Additionally, we will continue to expand sales of Carepoints into new international markets.

Selectively Pursue Acquisitions

Our comprehensive platform enables us to selectively pursue strategic and complementary assets to support our clients’ needs.

Our comprehensive Amwell Platform enables us to selectively pursue strategic and complementary assets to support our clients’ needs.

We have a track record of successfully identifying and integrating acquisitions.

The acquisition of Avizia in 2018 expanded our high-acuity care services and our hospital and Carepoint offerings.

The Aligned Acquisition in 2019 expanded the number of behavioral health providers available in AMG and enhanced our ability to offer behavioral health resources and programs.

Our acquisitions of SilverCloud and Conversa added proven longitudinal care and behavioral healthcare capabilities to our digital care enablement platform.

SilverCloud is a leading digital mental health platform.

Conversa is a leader in automated virtual healthcare.

We intend to continue to complement our strong organic growth opportunities by evaluating the acquisition of complementary products and services.

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These additional services can be added to any base platform subscription.

We also sell access to practices services through AMG, our affiliated medical group that provides clinical services on a fee-for-service basis, on the Amwell platform and through our direct-to-consumer app.

We enable the success of the software we sell by also selling access to clinical services on a fee-for-service basis, on the Amwell Platform and through our direct-to-consumer app.

Our Technology and Operations

Regardless of access modality, our technology platform is designed to provide superior patient and provider experiences, encompassing the complete end-to-end telehealth visit.

Our technology platform is designed to provide superior patient and provider experiences, encompassing the complete end-to-end telehealth visit.

Our backend architecture also supports security, data exchange, integration with EHRs, other data repositories and third-party devices.

Finally, we offer a portfolio of services to our clients to support their telehealth platform.

Amwell Home Line

Converge, the latest version of the Amwell Platform includes both direct-to-patient and provider-to-provider capabilities designed to attract and retain patients, drive operational efficiency, encourage physician engagement and enable digital care delivery for health systems and engage members and lower the cost of care for health plans.

Direct-to-Patient Capabilities

Multiple Digital Practices

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Each practice typically represents a distinct clinical use case with its own associated client branding, patient workflows, associated providers, eligibility, and pricing.

Flexible Access to Care

Patients can access clinical services anytime, anywhere, from their smartphones, tablets or computers.

We support all major web browsers and both iOS and Android mobile devices.

Clients can choose to configure our white-labeled web and mobile app experiences with their own branding or use our patient SDK to embed our telehealth functionality in their own existing web and mobile experiences.

When a video connection is inappropriate or otherwise not possible, a voice-only phone visit can be substituted, though clinical best practice favors video.

Consumers can also access care through our line of client-branded telehealth carts and kiosks, which function as fixed access points equipped with dedicated medical-grade diagnostic devices.

Emphasis on the Consumer Experience

Regardless of access technology, the consumer experience is designed to be consistently easy-to-use, convenient, personal, and private.

We use the latest web and mobile technologies and user interface design principles to create an intuitive experience that is easy to navigate and requires no user manual or advance training.

We enable patients to choose the practice they wish to visit, the provider they prefer to see, and the pharmacy where they intend to pick up potential prescriptions.

Just like in a physical visit, patients enter their chief complaint and associated symptoms, register or update their medical history, allergies, and medications, provide relevant insurance and payment information as appropriate, and conclude by consenting to share their personal health record.

Patients may also import clinical data and biometrics via Apple HealthKit.

The telehealth visit itself is delivered by the provider over high definition video using proprietary technology that adapts real-time to available bandwidth.

The image is high definition via WiFi or 4G, yet still usable over 3G.

Patients can see and talk live to the provider while also chatting on their computer screen if they so choose.

Providers can review the patient’s clinical information, answer questions, document the visit, and, as appropriate, diagnose and electronically prescribe therapy.

At the conclusion of each visit, patients are asked to rate the provider and the experience and are afforded the opportunity to answer a few custom questions.

The visit summary is available anytime for patient download or secure email to another designated provider.

On-Demand and Scheduled Visits

These practices enable clients to attract patients and members and drive revenue with services they offer.

For urgent care and walk-in clinic type use cases, patients can seek care on-demand whenever coverage is available (typically 24/7 for urgent care).

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For non-urgent cases and for continuity of care, including most specialty care, patients can choose scheduled appointments.

Appointments can either be self-scheduled by patients or scheduled on their behalf by an administrator or provider.

Appointments can either be self-scheduled by patients or scheduled on their behalf by an administrator or

Provider availability can be synchronized with a client’s master EHR schedule using our scheduling API, eliminating the need for duplicate and potentially conflicting scheduling systems for physical and online appointments.

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This provider-initiated visit functionality is useful for both follow-up and more general population health and care management programs.

Multi-Way Collaborative Care

Our multi-way video functionality allows the patient and primary provider to each invite via email up to 20 concurrent participants in the telehealth visit.

Patients may choose to invite a remote spouse, parent, adult child or other caregiver.

Providers may choose to invite a peer, a specialist, another care team member, or a translator.

Multi-way visits can also be used for group therapy and training.

After clicking on the email invite, the participants are simultaneously displayed in a grid of live video allowing everyone to actively discuss and collaborate.

Web or Mobile Provider Access

Providers serving patients in the Home Line can see patients via a range of access Carepoints, including computer, tablet, and mobile phones.

The key elements of a physical office are available at their fingertips, including appointment calendar, online waiting room, past visit history, clinical documentation tools, e-prescription, billing and coding, and task lists.

Alternatively, provider access can be embedded directly into the traditional EHR user interface and workflow.

Our flexible access functionality allows providers to see patients wherever they are practicing, whether at the office or remotely.

Through our “provider global home” feature, providers can simultaneously declare their availability, display their services, and aggregate patients into a single online waiting room spanning multiple client platforms using our exchange functionality.

This demand aggregation functionality allows providers to log in only once and maintain a single waiting room queue, regardless of where the patient originates.

Insight Tools

Our teleprompter-like “Insight” functionality allows relevant patient medical history, alerts, gaps-in-care, and clinical protocols to be imported from a client’s existing information systems and displayed to the provider at the point of care.

Using our data integration APIs, providers can document either via our telehealth provider interface or in their own native EHR.

When we integrate fully with another EHR, we read in data from the master EHR and write back changes, only storing locally generated data on our system for auditing purposes.

When there is no integrated master EHR, our platform assumes the role of maintaining the relevant health record.

Data and notes from a telehealth visit can be sent to other providers via secure email or exported back to the EHR of record in the form of a standard Continuity of Care Record (“CCR”) or Continuity of Care Document (“CCD”) data.

Physician Brokerage and Utilization Efficiency

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In this way, we are distinguished from other “callback” models where provider choice is much more limited and is unable to occur real-time.

Our “Ask-Me” provider availability functionality allows providers to declare their potential availability to see patients.

When patients seek services, one or more potentially available providers are digitally paged or notified based on client-configurable business rules.

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Together these matching technologies ensure the most efficient use of available providers, allowing even busy clinicians to schedule in telehealth patients between physical appointments, after hours, or in place of no-shows and cancellations.

Amwell Hospital Line

The Amwell Hospital Line offers hospital-based care teams everything they need to conduct provider-to provider Acute Care consults in an efficient, scalable and easy to use experience accessed via web, mobile apps and proprietary hardware Carepoints.

Hospital Capabilities

Hospital capabilities provide hospital-based care teams everything they need to conduct provider-to provider Acute Care consults in an efficient, scalable and easy to use experience accessed via web, mobile apps and proprietary hardware Carepoints.

The clinician portal is a browser-based solution for providers and administrators, while the Touchpoint mobile app facilitates coordination for providers and care team members on iOS and Android devices.

Regardless of location, care teams can review requests, communicate with others, and join a video call to deliver timely and effective care.

Amwell Hospital Line offers configurable, specialty-specific software workflows to enable rapid and effective response to Acute Care needs, in accordance with a hospital’s care policies.

As part of the implementation process, an Amwell team will understand current and desired workflows and configure the system to meet the needs of a particular administrative staff and care team.

Call Calendar for Each Workflow

The Call Calendar function within Amwell Hospital allows a hospital team to manage the on-call schedules of its clinicians, and create an individual or a bulk schedule, making it easy to manage daily, weekly or monthly clinician assignments.

The Call Calendar also allows a hospital team to quickly identify and contact clinicians who are on-call.

Clinicians can also manage their own availability and set preferred on-call contact methods.

Initiate a Case

Modules within Amwell Hospital Line enable staff members to quickly and easily initiate a “case” for Acute Care telehealth.

Staff coordinators can clearly see and manage the total case queue and assign available providers to a case.

Workflow configuration can be set up to allow a coordinator to manage case assignments or to enable providers to assign themselves to cases.

Case Alerts and Notification Preferences (SMS, Email, Pager)

The Amwell Hospital Line allows providers to manage both contact preferences and notification preferences.

Providers may receive notifications via text message, email or SMS based pager.

These alert tools are also accessible for administrators, which provides flexibility for managing providers’ needs.

Case Escalation

Amwell Hospital Case escalations can be configured to ensure that health system patients are cared for in a timely manner.

Escalation notifications can be set up to go to specific roles, care team members or on-call providers based on their on-call priority.

When used in tandem with the Call Calendar, primary, secondary and even tertiary contacts for escalation can be configured.

For example, when a new case is added for a particular workflow, the first on-call clinician receives an alert according to their preferred contact method.

If that provider doesn’t respond within the configured time frame, the second contact is notified.

Hospital capabilities offers configurable, specialty-specific software workflows to enable rapid and effective response to Acute Care needs, in accordance with a hospital’s care policies.

As part of the implementation process, an Amwell team will understand current and desired workflows and configure the Amwell Platform to meet the needs of a particular administrative staff and care team.

Care Coordination and Collaboration Tools

Amwell Hospital Line care coordination tools improve response times with case assignment tools, automated alerts and auto-escalation to avoid delays in patient care.

Hospital coordination tools improve response times with case assignment tools, automated alerts and auto-escalation to avoid delays in patient care.

This set of tools allows coordinators to schedule and assign providers to cases and manage the case queue.

Care teams can be notified via text message, email, SMS enabled pager, on the clinician portal or the Touchpoint mobile app when a new patient case is created, assigned to a provider, escalated, cancelled or completed .

Amwell Hospital Line empowers case team members with coordination tools that we believe are HIPAA-compliant within cases, secure messaging and multi-party video calls.

The Amwell Platform empowers case team members with coordination tools that we believe are HIPAA-compliant within cases, secure messaging and multi-party video calls.

Providers are further able to send secure messages between registered providers and care team members from the clinician portal and Touchpoint mobile app, as well as message other providers within the same case.

Video and Audio Flexibility

Amwell Hospital’s video functionality allows users to initiate video calls between patients and providers and invite additional care team members, specialists and family into a call.

Participants can be invited via care team directory, email, text message, SIP address or phone call.

When an invited participant connects to an Amwell cart, they can use either use a regular phone call (audio only) or laptops or mobile devices (for audio/video).

This video/audio flexibility allows for greater access across a range of care team members and family.

Advanced Far End Camera Control

Amwell Hospital line carts feature enhanced PTZ (“pan-tilt-zoom”) remote camera control of Amwell supported telemedicine devices from the clinician portal or mobile app.

Share medical charts, clinical questionnaires, medical reports, treatment instructions, imaging and other types of documents in a video call can easily be shared with the patient and local provider on an Amwell cart.

Overall Platform Design for Converge

User Experience

The latest version of the Amwell Platform, Converge, is designed to be a consistent experience across any application, workflow or access point for both providers and patients.

The entire use experience is also brandable by the client, letting providers and patients know they are meeting under the trusted brand of the healthcare organization they trust, driving brand affinity.

Amwell uses Twilio’s A/V platform, proven to be the best-in-class option for fast, high-quality, reliable connections without having to download an app.

Additionally, the modular architecture allows for swappable exchange of the entire A/V experience, allowing different vendors or capabilities such as payments or identity management to be quickly integrated into the Platform in response to customer need.

The user experience has also been designed to allow a patient to easily join a visit through Click to Join features:

patients can join video visits by clicking on an email or text message, no registration or download required.

Tech checks ensure adequate connectivity, browser compatibility and the correct A/V setting, minimizing the risk of dropped or interrupted visits.

Security and Reliability

Converge has been designed to be secure and scalable, and testing is automated and includes security scans, all vetted by our QA team.

These scans are also vetted by our dedicated cybersecurity team, which includes security experts who monitor and address issues around the clock.

We also have a full, evidence-grade digital forensics system which provides real-time analysis using multiple cloud forensic tools to our cybersecurity team.

Amwell adheres to what we believe to be the highest security standards in the industry, using Auth0 with OAuth 2.0 single sign-on webRTC for in-browser video and Google’s Healthcare API for secure and standardized data storage, and intelligent patient queuing for visits driven by machine learning.

These security capabilities ensure that clients’ and patient data are held to high standards, limiting the impact of and ability for cyberattacks.

Scalability and Innovation

Converge allows providers to easily expand their use of telehealth, taking advantage of highly scalable managed services from best-in-class technology partners.

A serverless multi-cloud microservices architecture lets Amwell adapt to any scale of processing power needed to address visit volumes.

Clients can quickly implement a unique experience for patients and providers and embed any workflow their own branded web and mobile solutions with low code / no code custom development.

As digital care delivery continues to evolve, Amwell’s clients and partners have the flexibility and agility to scale telehealth 10x, or 1,000x, as needed.

Interoperability

Converge is built on FHIR (“Fast Healthcare Interoperability Resources”) – not an antiquated, proprietary data model that needs to be translated to HL7 standards.

All data within the Platform works with healthcare organizations’ systems and any EHR.

Being FHIR native allows Amwell to be truly interoperable with the entire healthcare ecosystem and creates an open platform for third-party developers.

App Framework

We have opened Converge to others to build on and expand its abilities.

The Platform now hosts and operates applications created by outside developers, whether to serve their own organizations or offer innovations to our large ecosystem.

The FHIR APIs at the core can invoke and give context to any external service, which can then be hosted inside the telehealth experience, right in the field of view between the patient and the clinician.

Apps from several key partners are in development, including Google Cloud, Globo, The Clinic and Conversa.

This app framework allows clients to deliver better and more efficient access to effective care, helping to close gaps in case, enhance treatment and better enable provider to patient relationships.

Technology Back-end Architecture

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We host the Amwell Platform in secure, redundant data centers designed with high levels of availability, redundant subsystems, and compartmentalized security zones.

With our telehealth platform as a service telehealth solution, there is no need for clients to purchase hardware, install and upgrade software, or manage system operations.

With our Platform as a service telehealth solution, there is no need for clients to purchase hardware, install and upgrade software, or manage system operations.

The hosted approach also ensures that visit capacity scales without requiring client-side interventions or upgrades.

We manage hosting operations and security from our Network Operations Center (“NOC”) which is monitored 24 hours a day.

We manage hosting operations and security from our NOC, which is monitored 24 hours a day.

Due to the sensitive nature of our client and patient data, we have invested heavily in data security and protection.

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Branding and SDK Integration

We support client branding and unique client experiences by offering the ability to fully white label our software as well as to use our SDKs for both the patient and provider experiences, covering the relevant web and mobile interfaces (iOS and Android).

The SDKs in turn allow clients to seamlessly embed our end-to-end patient and provider telehealth functionality in their own websites, software, and mobile applications.

We support client branding and unique client experiences by offering the ability to fully brand our software as well as to use our APIs and embeddable widgets for both the patient and provider experiences, covering the relevant web and mobile interfaces (iOS and Android).

The APIs and embeddable widgets in turn allow clients to seamlessly embed our end-to-end patient and provider telehealth functionality in their own websites, software, and mobile applications.

Such embedding is designed to give patients and providers a consistent user experience without having to switch tabs or windows, or to download additional applications.

Clients also have more flexibility to rearrange workflows, turn on or off specific functionality, and customize the overall experience.

For example, some health systems have embedded our telehealth platform in their own patient portals.

One of our innovator partners leverages our SDK to embed telehealth into an app pre-installed on tens of millions of smart phones in the United States.

From a provider perspective, EHR clients are embedding the provider telehealth workflow in their EHRs so that online visits are as easy to schedule and conduct as physical visits.

Finally, for international clients, we use the SDK to separate the user experience requiring extensive localization from the backend core functionality that requires less locale-specific changes.

For example, some health systems have embedded our Platform in their own patient portals.

From a provider perspective, clients are embedding the provider telehealth workflow in their EHRs so that online visits are as easy to schedule and conduct as physical visits.

Finally, for international clients, we use the SDK and other embeddable widgets to separate the user experience requiring extensive localization from the backend core functionality that requires less locale-specific changes.

For example, with Meuhedet in Israel, we use our SDK to support the Hebrew language.

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We sell our telehealth solution through our direct sales organization.

Our direct sales team is comprised of enterprise-focused field sales professionals who are organized principally by geography.

Our direct sales team is comprised of enterprise-focused field sales professionals who are organized principally by geography and specialty overlays.

Our sales operations staff, who support our direct sales team, includes product technology experts, lead generation professionals and sales data experts.

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Finally, a monthly scorecard is distributed to all AMG providers showing their individual and comparative performance.

From an operations perspective we historically deliver 99.9% system uptime across the Amwell Platform, maintained through our 24/7 Cyber Command Center that monitors our platforms around the clock.

From an operations perspective we historically deliver high levels of system uptime across the Amwell Platform, maintained through our 24/7 Cyber Command Center that monitors our Platform around the clock.

For urgent care, the median wait time is less than 5 minutes for the 24 months ended December 31, 2021.

Social Responsibility

Social responsibility is deeply embedded in our mission oriented corporate culture.

We never forget that beyond the daily numbers and operating tasks, our goal is to transform how healthcare is delivered by improving access, convenience, economics and quality of care via telehealth, initially focusing our efforts in the United States and with an eye toward increasing the reach of such changes internationally.

We are proud of our ability to extend access to both primary and specialty care in “healthcare deserts” that exist in both rural and urban pockets domestically and even more so internationally.

Research and Development

Our ability to continue to differentiate and enhance our platform depends, in large part, on our capacity to continue to introduce new services, technologies, features, and functionality.

Our ability to continue to differentiate and enhance the Amwell Platform depends, in large part, on our capacity to continue to introduce new services, technologies, features, and functionality.

Our research and development team is responsible for the design, development, testing and certification of our solution.

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Competition focuses on, among other factors, technology, breadth and depth of functionality, range of associated services, operational experience, customer support, extent of customer base, and reputation.

Our key competitors in the telehealth market are Doctor On Demand and Teladoc.

Our competitors in the digital care delivery market range from traditional telehealth players such as Teladoc, Included Health and MDLive;

video communications players such as Zoom or Microsoft Teams;

physician networks or tools such as Doximity and Caregility;

technology companies such as Amazon and EHR players (which are also partners) such as Epic, Allscripts and Athenahealth.

In the health system market, EHR players could be considered competitors, but many have chosen to partner with us to integrate our capabilities into their own products.

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Newer players include companies who provide asynchronous chat communications.

Competition may also increase from large technology companies, such as Apple, Amazon, Facebook, Verizon, or Microsoft, who may wish to develop their own telehealth solutions, as well as from large retailers like Amazon or Walmart.

With the emergence of COVID-19, we have also seen increased competition from consumer-grade video solutions, such as Zoom Video and Twilio.

We believe that the breadth of our existing client ecosystem, the depth of our technology platform, and our business-to-business focus on promoting existing healthcare brands and integrating freely with multiple platforms increases the likelihood that stakeholders seeking to develop telehealth solutions, both within and outside of healthcare, will choose instead to collaborate with Amwell.

We believe that the breadth of our existing client ecosystem, the depth of our Platform, and our business-to-business focus on promoting existing healthcare brands and integrating freely with multiple platforms increases the likelihood that stakeholders seeking to develop telehealth solutions, both within and outside of healthcare, will choose instead to collaborate with Amwell.

Physicians and Healthcare Professionals

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We contract to provide administrative services through business support agreements (“BSAs”) with AMG’s provider groups.

AMG in turn employs or contracts with more than 5,000 providers.

AMG in turn contracts with more than 6,500 providers.

Our business support agreements typically run for ten years and call for us to be paid an annual fee in exchange for managing all administrative aspects of the medical practice in question.

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It is uncertain how long these COVID-19 related regulatory changes will remain in effect and whether they will continue beyond this public health emergency period.

We believe that a return to the status quo would not have a material negative impact on any commercial agreements we have entered into during 2020.

We believe that a return to the status quo would not have a material negative impact on any commercial agreements we have entered into during 2020 and 2021.

Each of these agreements has a defined term and virtually none allow for immediate termination for convenience by the customer in question.

For many health care companies engaging in telehealth, the most significant potential concern about returning to the status quo is that restrictions on the reimbursement of telehealth visits to Medicare beneficiaries, such as when a patient presents to a medical professional from a rural area or at a clinical site, could be re-imposed.

Currently, AMG, the Company’s affiliated provider group, does not perform these kind of consultations.

As such, all patients who experienced a first-time visit with AMG during the pandemic would be able to continue using the platform.

In light of that, we do not believe that the visit volume on our platform or visit revenue will materially decrease based on a return to the status quo from a regulatory perspective.

Currently, AMG, the Company’s affiliated provider group, does not perform these kinds of consultations.

As such, all patients who experienced a first-time visit with AMG during the pandemic would be able to continue using the Amwell Platform.

In light of that, we do not believe that the visit volume on the Amwell Platform or visit revenue will materially decrease based on a return to the status quo from a regulatory perspective.

In fact, we believe that such a return would benefit the Company as the renewed enforcement of HIPAA regulations may force many marginal telehealth platforms out of the marketplace, thereby lessening our competition.

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We have entered into management services contracts with AMG affiliated entities pursuant to which we provide them with billing, scheduling and a wide range of other administrative and management services, and they pay us for those services via management and other service fees.

These contractual relationships are subject to various state laws, including those of New York, Texas and California, that prohibit fee splitting or the practice of medicine by lay entities or persons and that are intended to prevent unlicensed persons from interfering with or influencing a physician’s professional judgment.

or influencing a physician’s professional judgment.

Activities other than those directly related to the delivery of healthcare may be considered an element of the practice of medicine in many states.

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Although we believe that our arrangements with physicians and other referral sources comply with current law and available interpretative guidance, as a practical matter, it is not always possible to structure our arrangements so as to fall squarely within an available safe harbor.

Where that is the case, we cannot guarantee that applicable regulatory authorities will determine these financial arrangements do not violate the Anti-Kickback Statute or other applicable laws, including state anti-kickback laws.

Where that is the case, we cannot guarantee that applicable regulatory authorities

will determine these financial arrangements do not violate the Anti-Kickback Statute or other applicable laws, including state anti-kickback laws.

False Claims Act

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AMG, our health system clients, and our health plan clients are all regulated as covered entities under HIPAA.

We are a business associate of our covered entity clients when we are working on behalf of our covered entity clients including our affiliated medical groups and also when we are providing technology services to those clients via our telehealth platform.

As a business associate, we are also directly regulated by HIPAA and are required to provide satisfactory written assurances to our covered entity clients through written business associate agreements that we will provide our services in accordance with HIPAA.

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jurisdictions in which we operate.

Our Amwell Family

Our Amwell employees are our most valuable asset.

They carry out our mission through the invaluable work they do every day to support our providers, clients, and patients.

Our corporate values guide our strategy, policies, and day-to-day practices to support our employees.

These values create the foundation for building a great organization focused on hiring and developing exceptional talent.

As of December 31, 2020, we had 812 employees, including 289 in research and development and 185 in sales and marketing, of which 96% are based in the United States, and 4% in Israel.

We continually seek ways to grow, develop and retain an exceptionally talented workforce.

We build upon our “One Team” core value to create and enhance our range of programs to increase engagement and employee resources.

We support our employees through competitive total rewards programs, including offering our own suite of products.

We offer full access to all telehealth services to our employees and their immediate family members.

We offer programs and initiatives that improve employee engagement and enhance the way we work together.

We listen to our employees and implement initiatives to meet their needs.

Specifically, this year we expanded executive training and manager training on fostering an inclusive workforce.

In addition, we offered Conscious Inclusion and related D&I trainings to our employees.

Allowing our employees to voice perspectives and share feedback has increased our ability to support engagement and build a strong and inclusive workforce.

We continue to have a strong focus on Diversity, Equality, and Inclusion in 2021 through education and training as well as our grassroots D&I committee that fosters opportunities to educate and champion topics critical to our workforce.

Amwell’s Culture

Mission and Values

At Amwell, our culture is grounded in our mission to connect and enable providers, insurers, patients, and innovators to deliver greater access to more affordable, higher quality care.

Our values are core to who we are and serve as the foundation on which we are able to build a strong organization filled with employees who deliver exceptional products and services to our clients.

At our core we are:

Customer First – Focused on understanding and supporting clients by embracing change, innovating and enriching patient-provide relationships;

One Team – Focused on hiring and developing outstanding people who are encouraged to stay informed and speak up, to celebrate our similarities and honor our difference, and to serve our communities;

Deliver Awesome – Focused on bringing passion and energy, acting with integrity, working with agility and a sense of urgency, being accountable, and delivering quality in all we do.

Guided by our mission and values we are able to achieve excellence on behalf of our employees, our clients and partners and the patients and providers we serve.

Human Capital - Investing in our employees

We continually seek ways to attract, grow, develop and retain an exceptionally talented and motivatedworkforce.

We build upon our “One Team” core value by creating and enhancing our range of programs that increase engagement and employee resources.

Our employees are our most valuable asset.

As of December 31, 2021 , we had 1,0 35 full-time employees of which 88% are based in the United States, 7% in Ireland, 4% in Israel and 1% in the UK.

In 2021, we continued to focus on building a strong pipeline of talent.

Amwell has built partnerships with Universities and other organizations across the country and has implemented a competitive intern program to develop a diverse candidate pool.

In addition, our virtual workforce strategy has allowed us to open a national recruitment strategy to hire from all geographies to support our diverse pipeline.

As of 2021, women represented 43% of our global employees and 29% were non-white.

We continue to prioritize our diverse recruitment strategy to build a strong pipeline for women and people of color in our management and leadership roles.

Growth and Development

At Amwell, we promote the continued growth and development of our employees.

Through our learning management system, we create meaningful pathways for our employees to build the technical and comprehensive sales skills they need, and off role-specific trainings and certifications.

We support our managers with leadership training, a 360 program, and coaching.

In addition, we encourage on-going external learning and development opportunities with our tuition assistance program.

Compensation and Benefits

Amwell believes that compensation should be competitive, transparent, and equitable.

We also recognize the benefit offering a comprehensive benefits package as another way we take care of our employees.

We offer the full scope of healthcare coverage, retirement planning, life and disability insurance, employee assistance programs, financial education, mental health support and days off, Covid leave policy, one volunteer day, unlimited PTO and access to our own suite of products and services.

We also offer full access to all telehealth services to our employees and their immediate family members.

We value employee feedback and listen to our employees through various outlets, including all hands meetings and yearly engagement surveys.

These avenues have provided us with valuable feedback that has shaped our investments in programs and initiatives for our employees.

In 2021, employee feedback shaped our virtual work strategy, the creation of additional technology resources, investments in learning and development platforms, and employee benefits.

The Amwell employee voice is the most powerful tool we have for increasing our engagement and the development of a strong and inclusive team.

Amwell has an open-door policy where employees are always welcome to voice concerns about anything related to Amwell or their employment.

They have avenues such as Human Resources, Management or the ability to submit concerns anonymously through our ethics hotline or by phone.

Diversity, Equity and Inclusion

Our culture is built on diverse perspectives, which help us think differently and better equip our clients, providers and patients with the tools to realize an improved healthcare experience for all.

We aim to spark dialogue and help create a more humane and compassionate world.

Because healthcare is a universal need spanning the full spectrum of humanity, it’s our mission to:

Educate — We will educate and dedicate ourselves to understanding what diversity and inclusion means to our employees and our business.

We will facilitate the sharing of employee perspectives and experiences.

We will track and adopt best practices from industry leaders.

Elevate — We will elevate our company’s inclusiveness and diversity through candid reflection, embracing new ideas, targeted programs, iterative improvement and executing to success.

We will foster a culture of openness, respect and conviviality.

C elebrate — We will celebrate the rich diversity within our company and our community.

Through events, discussions and other festivities, we will highlight the incredible history, contributions, traditions and milestones of our workforce.

Our Company DE&I Pillars and Internal DE&I Committee help guide our initiatives and drive our mission forward.

The committee fosters education and development opportunities to educate the employees on topics critical to us in our lives and in the workforce.

In 2021 we offered numerous inclusion trainings as well as education on selective diverse populations and cultures led by our grassroots DE&I Committee.

Our culture and actions are grounded in our DE&I pillars:

Recruitment —

Inclusive Hiring Practices

Recruiting with Purpose

Collaborating with Purpose

Awareness and Engagement—

Support Talent to feel Included and Understood

Enable Talent to Collaborate

Inspire Talent to Lead

Educate Talent to Grow

Support the Communities we Serve

Support the Communities we Live In

Reflect our Mission Externally.

Investing in our Communities

Amwell Cares is Amwell’s Corporate Social Responsibility Initiative.

Guided by Amwell’s purpose, mission, and values, Amwell Cares is committed to enriching and giving back to the communities we serve, working to advance healthcare, hunger relief and equality for all.

Driven by employees, with executive oversight, Amwell Cares works to support various causes through a variety of activities, including but not limited to company matches, sponsorship of and participation in charity walks/runs, donations and volunteer opportunities, and pro bono healthcare services delivered to communities affected by hurricane, fire, or flood.

Employees are also encouraged to also volunteer on their own and are given a designated volunteer day to allow them time to give back in their local community.

In 2021 our employees served nearly 400 hours of community services and Amwell donated over $150K in cash and pro bono healthcare services to support our local communities.

Social Responsibility

Social responsibility is deeply embedded in our mission oriented corporate culture.

We never forget that beyond the daily numbers and operating tasks, our goal is to transform how healthcare is delivered by improving access, convenience, economics and quality of care via telehealth, initially focusing our efforts on the United States and with an eye toward increasing the reach of such changes internationally.

We are proud of our ability to extend access to both primary and specialty care in “healthcare deserts” that exist in both rural and urban pockets domestically and even more so internationally.

Intellectual Property

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Visit volumes typically follow the annual flu season, rising during quarter four and quarter one and falling in the summer months.

The impact of COVID-19 has caused an increase in the volume of visits in the late spring and summer of 2020, the future impact of COVID-19 on seasonality is unknown as there could be additional surges and demand on telehealth visits.

The future impact of COVID-19 on seasonality is unknown as there could be additional surges and demand on telehealth visits.

While we sell to and implement our solutions to clients year-round, we experience some seasonality in terms of when we enter into agreements with our clients and when we launch our solutions to members.

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Our website address is www.americanwell.com.

Information on, or accessible through, our website is not part of this Annual Report, nor is such content incorporated by reference herein.

We make available free of charge at the Investors section of this website our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports filed or furnished pursuant to Sections 13(a) and 15(d) of the Securities Exchange Act of 1934, as amended, as soon as reasonably practicable after we file or furnish such materials with the Securities and Exchange Commission, or SEC.

Information on, or accessible through, our website is not part of this Annual Report on Form 10-K or incorporated into reference any of our filings with the SEC, except where we expressly incorporate such information.

To the extent required by Item 1 of Form 10-K, the information contained in Item 7 of this Annual Report is hereby incorporated by reference in this Item 1.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business