FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Boyd Erin		 2. Issuer Name and Ticker or Trading Symbol

Talkspace, Inc. [ TALK ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Chief Growth Officer
(Last)          (First)          (Middle)

C/O TALKSPACE, INC., 2578 BROADWAY #607		 3. Date of Earliest Transaction (MM/DD/YYYY)

10/18/2021
(Street)

NEW YORK, NY 10025
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
 6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 10/18/2021  A  10000 (1)(2)A$0.00 10000 D  
Common Stock 3/1/2022  A  127153 (1)(3)A$0.00 137153 D  
Common Stock 6/2/2022  F(4)  2150 D$0.00 135003 D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)		2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)		8. Price of Derivative Security
(Instr. 5)		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Option $3.65 10/18/2021  A   40000     (5)10/17/2031 Common Stock 40000 $0.00 40000 D  
Employee Stock Option $1.61 3/1/2022  A   45563     (6)2/28/2032 Common Stock 45563 $0.00 45563 D  
Explanation of Responses:
(1) Consists of restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of Talkspace, Inc.(the "Company") common stock.
(2) The RSUs vest (i) as to 25% of the underlying shares on the one year anniversary of the vesting start date and (ii) as to the remaining 75% in 12 substantially equal installments on a quarterly basis thereafter, subject to the Reporting Person's continued service with the Company though each such vesting date.
(3) The RSUs vest in 16 substantially equal installments on a quarterly basis, subject to the Reporting Person's continued service with the Company through each vesting date.
(4) Represents the number of shares withheld by the Company to satisfy applicable tax withholding obligations in connection with the vesting of RSUs reported in this Form 4.
(5) The stock option vests and becomes exercisable (i) as to 25% of the underlying shares on the one year anniversary of the vesting start date and (ii) as to the remaining 75% in 12 substantially equal installments on a quarterly basis thereafter, subject to the Reporting Person's continued service with the Company through each vesting date.
(6) The stock option vests and becomes exercisable in 16 substantially equal installments on a quarterly basis, subject to the Reporting Person's continued service with the Company through each vesting date.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Boyd Erin
C/O TALKSPACE, INC.
2578 BROADWAY #607
NEW YORK, NY 10025

Chief Growth Officer
Signatures
By: /s/ John Reilly, Attorney-in-fact for Erin Boyd6/10/2022
**Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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