SHCR / Sharecare, Inc. - تصريحات هيئة الأوراق المالية والبورصات، التقرير السنوي، بيان الوكيل

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-39535 SHARECARE, INC. (Exact name of registrant as specified in its cha

Regulation FD Disclosure, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 22, 2024 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction (Commission (IRS E

Sharecare, Inc.

Exhibit 99.1 Source: Sharecare, Inc. October 22, 2024 09:00 ET Altaris completes acquisition of Sharecare ATLANTA and NEW YORK, Oct. 22, 2024 (GLOBE NEWSWIRE) - Sharecare, the health tech company that helps to improve care quality, drive better outcomes, and lower costs across the healthcare ecosystem, today announced the completion of its acquisition by Altaris, LLC (collectively with its managed

FIFTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SHARECARE, INC. Article I NAME

Exhibit 3.1 FIFTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SHARECARE, INC. Article I NAME The name of the corporation is Sharecare, Inc. (the “Corporation”). Article II PURPOSE The purpose of the Corporation is to engage in any lawful act or activity for which corporations may be organized under the DGCL. Article III REGISTERED AGENT The address of the Corporation’s registered office i

BYLAWS SHARECARE, INC. A Delaware corporation (Adopted as of October 22, 2024) ARTICLE I OFFICES

Exhibit 3.2 BYLAWS OF SHARECARE, INC. A Delaware corporation (Adopted as of October 22, 2024) ARTICLE I OFFICES Section 1.         Registered Office. The address of the corporation’s registered office in the State of Delaware is Corporation Service Company, 251 Little Falls Drive in the City of Wilmington, County of New Castle, 19808. The name of its registered agent at such address is Corporation

SHCR / Sharecare, Inc. / ARNOLD JEFFREY T - SC 13D/A Activist Investment

SC 13D/A 1 d867808dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Sharecare, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 81948W104 (CUSIP Number) Jeffrey T. Arnold 255 East Paces Ferry Road NE, Suite 700 Atlanta, GA 30305 (404)

SHCR / Sharecare, Inc. / Chadwick John Huston - SC 13D/A Activist Investment

SC 13D/A 1 d831193dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 3)* Sharecare, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 81948W104 (CUSIP Number) John H. Chadwick 30 Burton Hills Boulevard, Suite 500 Nashville, TN 37215 (615) 665-

Sharecare, Inc.

Exhibit 99.1 Source: Sharecare, Inc. October 22, 2024 09:00 ET Altaris completes acquisition of Sharecare ATLANTA and NEW YORK, Oct. 22, 2024 (GLOBE NEWSWIRE) - Sharecare, the health tech company that helps to improve care quality, drive better outcomes, and lower costs across the healthcare ecosystem, today announced the completion of its acquisition by Altaris, LLC (collectively with its managed

As filed with the Securities and Exchange Commission on October 22, 2024

As filed with the Securities and Exchange Commission on October 22, 2024 Registration No.

FIFTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SHARECARE, INC. Article I NAME

Exhibit 3.1 FIFTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF SHARECARE, INC. Article I NAME The name of the corporation is Sharecare, Inc. (the “Corporation”). Article II PURPOSE The purpose of the Corporation is to engage in any lawful act or activity for which corporations may be organized under the DGCL. Article III REGISTERED AGENT The address of the Corporation’s registered office i

BYLAWS SHARECARE, INC. A Delaware corporation (Adopted as of October 22, 2024) ARTICLE I OFFICES

Exhibit 3.2 BYLAWS OF SHARECARE, INC. A Delaware corporation (Adopted as of October 22, 2024) ARTICLE I OFFICES Section 1.         Registered Office. The address of the corporation’s registered office in the State of Delaware is Corporation Service Company, 251 Little Falls Drive in the City of Wilmington, County of New Castle, 19808. The name of its registered agent at such address is Corporation

As filed with the Securities and Exchange Commission on October 22, 2024

As filed with the Securities and Exchange Commission on October 22, 2024 Registration No.

Regulation FD Disclosure, Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 22, 2024 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction (Commission (IRS Employer of incorpo

As filed with the Securities and Exchange Commission on October 22, 2024

As filed with the Securities and Exchange Commission on October 22, 2024 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 3) RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 SHARECARE, INC. (Name of the Issuer) Sharecare, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 3) RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 SHARECARE, INC. (Name of the Issuer) Sharecare, Inc. Impact Acquiror Inc. Impact Aggregator LP Impact Upper Parent Inc. Altaris, LLC Altaris Health Partners V, L.P. AHP V GP, L.P. Altaris Health Partners

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 17, 2024 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction (Commission (IRS Employer of incorpo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): October 7, 2024 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction (Commission (I.R.S. Employer of incor

SHCR / Sharecare, Inc. / GLAZER CAPITAL, LLC Passive Investment

SC 13G 1 shcr20240923.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 SHARECARE, INC. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 81948W104 (CUSIP Number) September 23, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate th

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 2) RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 SHARECARE, INC. (Name of the Issuer) Sharecare, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 2) RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 SHARECARE, INC. (Name of the Issuer) Sharecare, Inc. Impact Acquiror Inc. Impact Merger Sub Inc. Impact Aggregator LP Impact Upper Parent Inc. Altaris, LLC Altaris Health Partners V, L.P. AHP V GP, L.P.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi

51 WEST 52ND STREET NEW YORK, N.Y. 10019-6150 TELEPHONE: (212) 403-1000 FACSIMILE: (212) 403-2000

MARTIN LIPTON HERBERT M. WACHTELL EDWARD D. HERLIHY DANIEL A. NEFF STEVEN A. ROSENBLUM JOHN F. SAVARESE SCOTT K. CHARLES JODI J. SCHWARTZ ADAM O. EMMERICH RALPH M. LEVENE RICHARD G. MASON ROBIN PANOVKA DAVID A. KATZ ILENE KNABLE GOTTS ANDREW J. NUSSBAUM RACHELLE SILVERBERG STEVEN A. COHEN DEBORAH L. PAUL DAVID C. KARP RICHARD K. KIM JOSHUA R. CAMMAKER MARK GORDON JEANNEMARIE O’BRIEN WAYNE M. CARLI

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 1) RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 SHARECARE, INC. (Name of the Issuer) Sharecare, Inc.

SC 13E3/A 1 tm2419873d5sc13e3.htm SC 13E3/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 (Amendment No. 1) RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 SHARECARE, INC. (Name of the Issuer) Sharecare, Inc. Impact Acquiror Inc. Impact Merger Sub Inc. Impact Aggregator LP Impact Upper Parent Inc. Altaris, LLC Alt

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

Sharecare, Inc. 2024 Inducement Plan

EX-99.1 4 tm2421290d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 SHARECARE, INC. 2024 INDUCEMENT PLAN Adopted by the Board of Directors: June 14, 2024 1.             GENERAL (a)            Eligible Award Recipients. The only persons eligible to receive grants of Awards under this Plan are individuals who satisfy the standards for inducement grants under NASDAQ Marketplace Rule 5635(c)(4) or 5635(c)(3), i

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39535 SHAR

Form of Performance-Based Restricted Stock Unit Award Agreement pursuant to the Sharecare, Inc. 2024 Inducement Plan

Exhibit 99.2 SHARECARE, INC. INDUCEMENT PERFORMANCE RESTRICTED STOCK UNIT GRANT NOTICE 2024-2026 PERFORMANCE PERIOD 2024 INDUCEMENT PLAN As an inducement for Grantee to join and become employed by Sharecare, Inc., a Delaware corporation (the “Company”), the Company hereby grants to Grantee an inducement grant of the number of restricted stock units (“RSUs”) set forth below, each of which represent

Form of Time-Based Restricted Stock Unit Award Agreement pursuant to the Sharecare, Inc. 2024 Inducement Plan

Exhibit 99.3 SHARECARE, INC. INDUCEMENT RESTRICTED STOCK UNIT GRANT NOTICE 2024 INDUCEMENT PLAN As an inducement for Grantee to join and become employed by Sharecare, Inc., a Delaware corporation (the “Company”), the Company hereby grants to Grantee an inducement grant of the number of restricted stock units (“RSUs”) set forth below, each of which represents the right to receive one share of Stock

Sharecare announces second quarter 2024 financial results and operational highlights

Sharecare announces second quarter 2024 financial results and operational highlights ATLANTA – August 9, 2024 – Sharecare (Nasdaq: SHCR), the digital health company that helps people manage all their health in one place, today announced financial results for the quarter ended June 30, 2024.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 9, 2024 SHARECARE, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 9, 2024 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Num

As filed with the Securities and Exchange Commission on August 9, 2024

S-8 1 tm2421290d1s8.htm FORM S-8 As filed with the Securities and Exchange Commission on August 9, 2024 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Sharecare, Inc. (Exact name of registrant as specified in its charter) Delaware 255 East Paces Ferry Road NE, Suite 700 Atlanta, Georgia

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Sharecare, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0.0001 par value

16(c)(xviii) Discussion materials prepared by Houlihan Lokey, dated March 24, 2024, for the Special Committee of the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(xviii) HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna SUMMARY OF LATEST PROPOSALS AND DILIGENCE PROGRESS MARCH 24, 2024 HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 3 pages, confidential information filed separately with the SEC HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Summary of Latest Proposals (1 of 2) 2 » Price ƒ $1.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES EXCHANGE ACT OF 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

16(f) Section 262 of the Delaware General Corporation Law.

Exhibit 16(f) § 262. Appraisal rights (a) Any stockholder of a corporation of this State who holds shares of stock on the date of the making of a demand pursuant to subsection (d) of this section with respect to such shares, who continuously holds such shares through the effective date of the merger, consolidation, conversion, transfer, domestication or continuance, who has otherwise complied with

16(c)(iv) Discussion materials prepared by Houlihan Lokey, dated June 17, 2024, for the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(iv) HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna DISCUSSION MATERIALS FOR THE BOARD OF DIRECTORS JUNE 17, 2024 HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 5 pages, confidential information filed separately with the SEC HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY This presentation, and any supplemental information (written or oral) or other documents provided in connection therewith (collectively, the “materials”), are provided solely for the information of the Board of Directors (the “Board”) of Sharecare, Inc.

16(c)(xv) Discussion materials prepared by Houlihan Lokey, dated April 19, 2024, for the Special Committee of the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(xv) HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna PROCESS UPDATE APRIL 19, 2024 HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 4 pages, confidential information filed separately with the SEC HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CH

16(c)(xiii) Discussion materials prepared by Houlihan Lokey, dated May 3, 2024, for the Special Committee of the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(xiii) HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna DISCUSSION MATERIALS FOR THE SPECIAL COMMITTEE MAY 3, 2024 HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 5 pages, confidential information filed separately with the SEC HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY This presentation, and any supplemental information (written or oral) or other documents provided in connection therewith (collectively, the “materials”), are provided solely for the information of the Special Committee (the “Committee”) of Sharecare, Inc.

16(c)(xix) Discussion materials prepared by Houlihan Lokey, dated March 22, 2024, for the Special Committee of the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(xix) HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna SUMMARY OF LATEST PROPOSALS MARCH 22, 2024 HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 2 pages, confidential information filed separately with the SEC HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Summary of Latest Proposals (1 of 2) 2 » Price ƒ $1.

16(c)(xxvii) Discussion materials prepared by MTS, dated June 12, 2024 (presented June 13, 2024), for the Special Committee of the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(xxvii) Preliminary Valuation Presentation Prepared for Savanna Special Committee June 2024 PRELIMINARY – DRAFT AND CONFIDENTIAL Regarding Project Impact [****] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.

107 Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Schedule 13E-3 (Form Type) Sharecare, Inc.

16(c)(vi) Discussion materials prepared by Houlihan Lokey, dated June 12, 2024, for the Special Committee of the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(vi) HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna DISCUSSION MATERIALS FOR THE SPECIAL COMMITTEE JUNE 12, 2024 HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 5 pages, confidential information filed separately with the SEC HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY This presentation, and any supplemental information (written or oral) or other documents provided in connection therewith (collectively, the “materials”), are provided solely for the information of the Special Committee (the “Committee”) of Sharecare, Inc.

16(c)(xxviii) Discussion materials prepared by MTS, dated May 2, 2024 (presented May 3, 2024), for the Special Committee of the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(xxviii) Project Impact Discussion Materials May 2024 PRELIMINARY – DRAFT AND CONFIDENTIAL Prepared for The Special Committee of Savanna [****] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.

16(c)(xxii) Discussion materials prepared by Houlihan Lokey, dated February 8, 2024, for the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(xxii) HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna DISCUSSION MATERIALS FOR THE BOARD OF DIRECTORS FEBRUARY 8, 2024 HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 2 pages, confidential information filed separately with the SEC HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Houlihan Lokey This presentation, and any supplemental information (written or oral) or other documents provided in connection therewith (collectively, the “materials”), are provided solely for the information of the Board of Directors (the “Board”) of Sharecare, Inc.

16(c)(xxi) Discussion materials prepared by Houlihan Lokey, dated March 11, 2024, for the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(xxi) HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna BOARD DISCUSSION MATERIALS MARCH 11, 2024 HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 2 pages, confidential information filed separately with the SEC HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Summary of Latest Proposals 2 » Price ƒ $1.

16(c)(viii) Discussion materials prepared by Houlihan Lokey, dated May 31, 2024, for the Special Committee of the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(viii) HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna PROCESS UPDATE MAY 31, 2024 HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 4 pages, confidential information filed separately with the SEC HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CH

16(c)(ix) Discussion materials prepared by Houlihan Lokey, dated May 28, 2024, for the Special Committee of the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(ix) HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna PROCESS UPDATE MAY 28, 2024 HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 3 pages, confidential information filed separately with the SEC HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHAN

16(c)(xxiii) Discussion materials prepared by Houlihan Lokey, dated January 24, 2024, for the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(xxiii) HIGHLY CONFIDENTIAL PRELIMINARY WORKING DRAFT FOR DISCUSSION – SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna DISCUSSION MATERIALS JANUARY 24, 2024 HIGHLY CONFIDENTIAL PRELIMINARY WORKING DRAFT FOR DISCUSSION – SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 1 page, confidential information filed separately with the SEC

16(c)(xx) Discussion materials prepared by Houlihan Lokey, dated March 15, 2024, for the Special Committee of the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(xx) HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna DISCUSSION MATERIALS FOR THE SPECIAL COMMITTEE MARCH 15, 2024 HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 8 pages, confidential information filed separately with the SEC HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY This presentation, and any supplemental information (written or oral) or other documents provided in connection therewith (collectively, the “materials”), are provided solely for the information of the Board of Directors (the “Board”) of Sharecare, Inc.

16(c)(xxv) Discussion materials prepared by MTS Securities, dated June 21, 2024, for the Special Committee of the Board of Directors of Sharecare, Inc. and provided to the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(xxv) Fairness Presentation Prepared for Savanna Special Committee June 21, 2024 Regarding Project Impact [****] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.

16(c)(xvii) Discussion materials prepared by Houlihan Lokey, dated April 8, 2024, for the Special Committee of the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(xvii) HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna PROCESS UPDATE APRIL 8, 2024 HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 4 pages, confidential information filed separately with the SEC HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO C

16(c)(xxiv) Discussion materials prepared by Houlihan Lokey, dated October 2023 and reviewed on October 11, 2023 with the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(xxiv) HIGHLY CONFIDENTIAL PRELIMINARY WORKING DRAFT FOR DISCUSSION – SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna DISCUSSION MATERIALS OCTOBER 2023 HIGHLY CONFIDENTIAL PRELIMINARY WORKING DRAFT FOR DISCUSSION – SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 3 pages, confidential information filed separately with the SEC HIGHLY CONFIDENTIAL PRELIMINARY WORKING DRAFT FOR DISCUSSION – SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Page 1.

16(c)(xvi) Discussion materials prepared by Houlihan Lokey, dated April 12, 2024, for the Special Committee of the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(xvi) HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna PROCESS UPDATE APRIL 12, 2024 HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 4 pages, confidential information filed separately with the SEC HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO C

16(c)(x) Discussion materials prepared by Houlihan Lokey, dated May 24, 2024, for the Special Committee of the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(x) HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna PROCESS UPDATE MAY 24, 2024 HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 3 pages, confidential information filed separately with the SEC HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANG

16(c)(xxvi) Discussion materials prepared by MTS, dated June 19, 2024, for the Special Committee of the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(xxvi) Preliminary Valuation Presentation Prepared for Savanna Special Committee June 2024 PRELIMINARY – DRAFT AND CONFIDENTIAL Regarding Project Impact [****] indicates information has been omitted on the basis of a confidential treatment request pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.

16(c)(xi) Discussion materials prepared by Houlihan Lokey, dated May 21, 2024, for the Special Committee of the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(xi) HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna PROCESS UPDATE MAY 21, 2024 HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 4 pages, confidential information filed separately with the SEC HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHAN

16(c)(iii) Discussion materials prepared by Houlihan Lokey, dated June 21, 2024, for the Special Committee of the Board of Directors of Sharecare, Inc. and the Board of Directors of Sharecare, Inc.

Exhibit 16(c)(iii) HIGHLY CONFIDENTIAL Project Savanna DISCUSSION MATERIALS FOR THE BOARD OF DIRECTORS JUNE 2 1 , 2024 HIGHLY CONFIDENTIAL HIGHLY CONFIDENTIAL This presentation, and any supplemental information (written or oral) or other documents provided in connection therewith (collectively, the “materials”), are provided solely for the information of the Board of Directors (the “Board”) of Sharecare, Inc.

16(c)(v) Discussion materials prepared by Houlihan Lokey, dated June 14, 2024, for the Special Committee of the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(v) HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Summary of Proposals (1 of 2) » Price and Structure ƒ $1.

16(b)(i) Equity Commitment Letter, dated June 21, 2024, executed by Altaris Health Partners V, L.P. and Altaris Health Partners V-A, L.P., and accepted and agreed to by Impact Acquiror Inc.

Exhibit 16(b)(i) EXECUTION VERSION Confidential ALTARIS HEALTH PARTNERS V, L.P. ALTARIS HEALTH PARTNERS V-A, L.P. 10 E. 53rd Street, 31st Floor New York, NY 10022 June 21, 2024 Impact Acquiror Inc. c/o Altaris, LLC 10 East 53rd Street, 31st Floor New York, NY 10022 Re: Equity Commitment Ladies and Gentlemen: Altaris Health Partners V, L.P., a Delaware limited partnership, and Altaris Health Partne

16(c)(xii) Discussion materials prepared by Houlihan Lokey, dated May 14, 2024, for the Special Committee of the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(xii) HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna PROCESS UPDATE MAY 14, 2024 HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 1 page, confidential information filed separately with the SEC HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHAN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 SHARECARE, INC. (Name of the Issuer) Sharecare, Inc. Impact Acquiror In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 SHARECARE, INC. (Name of the Issuer) Sharecare, Inc. Impact Acquiror Inc. Impact Merger Sub Inc. Impact Aggregator LP Impact Upper Parent Inc. Altaris LLC Altaris Health Partners V, L.P. AHP V GP, L.P. Altaris Health Part

16(c)(xiv) Discussion materials prepared by Houlihan Lokey, dated May 1, 2024, for the Special Committee of the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(xiv) HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna DISCUSSION MATERIALS FOR THE SPECIAL COMMITTEE MAY 1, 2024 HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 5 pages, confidential information filed separately with the SEC HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY This presentation, and any supplemental information (written or oral) or other documents provided in connection therewith (collectively, the “materials”), are provided solely for the information of the Special Committee (the “Committee”) of Sharecare, Inc.

Calculation of Filing Fee Tables Schedule 14A (Form Type) Sharecare, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation

Exhibit 107 Calculation of Filing Fee Tables Schedule 14A (Form Type) Sharecare, Inc.

16(d)(iv) Limited Guarantee, dated June 21, 2024, delivered by Altaris Health Partners V, L.P. in favor of Sharecare, Inc.

Exhibit 16(d)(iv) EXECUTION VERSION Limited Guarantee This Limited Guarantee, dated as of June 21, 2024 (this “Limited Guarantee”), is made by Altaris Health Partners V, L.

16(c)(vii) Discussion materials prepared by Houlihan Lokey, dated June 3, 2024, for the Special Committee of the Board of Directors of Sharecare, Inc.*

Exhibit 16(c)(vii) HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Project Savanna PROCESS UPDATE JUNE 3, 2024 HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHANGE FOR INFORMATIONAL PURPOSES ONLY Confidential Treatment Requested on 5 pages, confidential information filed separately with the SEC HIGHLY CONFIDENTIAL DRAFT FOR DISCUSSION SUBJECT TO CHA

SHCR / Sharecare, Inc. / BlackRock Inc. Passive Investment

SC 13G/A 1 us81948w1045070824.txt us81948w1045070824.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 2) Sharecare, Inc. - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 81948W104 - (CUSIP Number) June 30, 2024 - (Date of Event Which Requires Filing of this Statement) Check the appropriate bo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

ROLLOVER AGREEMENT

EX-99.3 3 d684301dex993.htm EX-99.3 Exhibit 99.3 ROLLOVER AGREEMENT This Rollover Agreement (this “Agreement”) is entered into as of June 25, 2024 by and among Impact Aggregator LP, a Delaware limited partnership (“Topco LP”), Impact Upper Parent Inc., a Delaware corporation (“Topco Inc.”), and each of the Persons listed on the Schedule A attached hereto (each a “Rollover Stockholder” and collecti

Joint Filing Agreement

EX-99.1 2 d684301dex991.htm EX-99.1 Exhibit 99.1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to shares of Common Stock, $0.0001 par value per share, of Sharecare, Inc., a Delaware

SHCR / Sharecare, Inc. / Chadwick John Huston - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* Sharecare, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 81948W104 (CUSIP Number) John H. Chadwick 30 Burton Hills Boulevard, Suite 500 Nashville, TN 37215 (615) 665-8250 Copies to: Jackie Cohen C

SHCR / Sharecare, Inc. / ARNOLD JEFFREY T - SC 13D/A Activist Investment

SC 13D/A 1 d822928dsc13da.htm SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Sharecare, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 81948W104 (CUSIP Number) Jeffrey T. Arnold 255 East Paces Ferry Road NE, Suite 700 Atlanta, GA 30305 (404)

ROLLOVER AGREEMENT

EX-99.2 2 d822928dex992.htm EX-99.2 Exhibit 99.2 ROLLOVER AGREEMENT This Rollover Agreement (this “Agreement”) is entered into as of June 21, 2024 by and among Impact Aggregator LP, a Delaware limited partnership (“Topco LP”), Impact Upper Parent Inc., a Delaware corporation (“Topco Inc.”), and the Person listed on the Schedule A attached hereto (the “Rollover Stockholder”). Any capitalized term u

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

Sharecare enters into definitive agreement to be acquired by Altaris Sharecare shareholders to receive $1.43 per share in cash Transaction will deliver significant immediate cash value to stockholders upon closing, best positions Sharecare to continu

Exhibit 99.1 Sharecare enters into definitive agreement to be acquired by Altaris Sharecare shareholders to receive $1.43 per share in cash Transaction will deliver significant immediate cash value to stockholders upon closing, best positions Sharecare to continue to deliver exceptional service to clients and drive innovation ATLANTA – June 21, 2024 – Sharecare (Nasdaq: SHCR), the digital health c

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 21, 2024 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Numb

Agreement and Plan of Merger, by and among Impact Acquiror Inc., Impact Merger Sub Inc. and Sharecare, Inc., dated as of June 21, 2024.†

Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among IMPACT ACQUIROR INC., IMPACT MERGER SUB INC. and SHARECARE, INC. Dated as of June 21, 2024 TABLE OF CONTENTS Page ARTICLE I The Merger; Closing; Effective Time 1.1. The Merger 1 1.2. Closing 2 1.3. Effective Time 2 ARTICLE II Certificate of Incorporation and Bylaws of the Surviving Corporation 2.1. Certificate of Incorporation

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 21, 2024 SHARECARE, INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 21, 2024 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Numb

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 13, 2024 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Numb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 9, 2024 SHARECARE, INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 9, 2024 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Number

Sharecare announces first quarter 2024 financial results and operational highlights

Sharecare announces first quarter 2024 financial results and operational highlights ATLANTA – May 9, 2024 – Sharecare (Nasdaq: SHCR), the digital health company that helps people manage all their health in one place, today announced financial results for the quarter ended March 31, 2024.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39535 SHA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒       Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒       Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

PRE 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): April 5, 2024 SHARECARE, INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): April 5, 2024 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Numb

Amended and Restated Bylaws of Sharecare, Inc.

SECOND AMENDED AND RESTATED BYLAWS OF SHARECARE, INC. (THE “CORPORATION”) Article I OFFICES Section 1.1Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation’s registered agent in De

SHARECARE, INC. CLAWBACK POLICY (As adopted on May 17, 2023)

SHARECARE, INC. CLAWBACK POLICY (As adopted on May 17, 2023) 1.Purpose. The purpose of this Policy is to describe the circumstances in which Executive Officers will be required to repay or return Erroneously Awarded Compensation to members of the Company Group. This Policy is designed to comply with, and will be interpreted in a manner that is consistent with, Section 954 of the Dodd-Frank Wall St

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39

Employment Agreement by and among the Company, Sharecare Operating Company, Inc. and Brent Layton, dated February 5, 2024 (

EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made as of February 5, 2024 (the “Effective Date”), by and between Sharecare, Inc.

Sharecare announces fourth quarter and full year 2023 financial results and operational highlights

Sharecare announces fourth quarter and full year 2023 financial results and operational highlights ATLANTA – March 28, 2024 – Sharecare (Nasdaq: SHCR), the digital health company that helps people manage all their health in one place, today announced financial results for the quarter and year ended December 31, 2023.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 28, 2024 SHARECARE, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 28, 2024 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Num

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 001-39535 CUSIP NUMBERS: SHCR 808524854 and SHCRW 81948W104 (Check One): x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form N-CEN ¨ Form N-CSR For Period Ended: December 31, 2023 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on Form 10-Q ¨ Transition Report on Form N-SAR For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form.

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 12, 2024 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Num

Sharecare provides strategic update Independent special committee of the Sharecare Board of Directors reviewing multiple proposals

Sharecare provides strategic update Independent special committee of the Sharecare Board of Directors reviewing multiple proposals ATLANTA – March 12, 2024 – Sharecare (Nasdaq: SHCR) has been evaluating a range of options including a potential sale of the Company, as well as a reevaluation of potential carveout divestitures and an assessment of Sharecare’s strategic direction and continuation as a standalone public company.

Sharecare reschedules issuance of fourth quarter and full year 2023 earnings release and investor conference call

Sharecare reschedules issuance of fourth quarter and full year 2023 earnings release and investor conference call ATLANTA – March 12, 2024 – Sharecare (Nasdaq: SHCR), the digital health company that helps people manage all their health in one place, today announced that it has postponed the release of its financial results and conference call related to the fourth quarter and full year ended December 31, 2023, which had previously been scheduled for March 13, 2024.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 22, 2024 SHARECARE, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 22, 2024 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File

First Amendment to Amended and Restated Bylaws of Sharecare, Inc., dated February 22, 2024.

Exhibit 3.1 FIRST AMENDMENT TO AMENDED AND RESTATED BYLAWS OF SHARECARE, INC. Adopted February 22, 2024 Effective as of February 22, 2024, Section 3.2(b) of the Amended and Restated Bylaws of Sharecare, Inc. shall be amended and restated in its entirety as follows: “(b) In addition to any other applicable requirements, for a nomination to be made by a stockholder, such stockholder must have given

Employment Agreement by and among the Company, Sharecare Operating Company, Inc. and Brent Layton, dated February 5, 2024.

EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is made as of August 5, 2024 (the “Effective Date”), by and between Sharecare, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 5, 2024 SHARECARE, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 5, 2024 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File N

Sharecare announces longtime Centene executive Brent Layton as next CEO; founder Jeff Arnold to serve as executive chairman Announced in conjunction with Sharecare’s strong third quarter 2023 financial results, Layton to assume new role on Jan. 2, 20

Sharecare announces longtime Centene executive Brent Layton as next CEO; founder Jeff Arnold to serve as executive chairman Announced in conjunction with Sharecare’s strong third quarter 2023 financial results, Layton to assume new role on Jan.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39535

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 8, 2023 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File N

Sharecare announces third quarter 2023 financial results and operational highlights In the quarter, Sharecare exceeds high end of revenue guidance, reports decrease in net loss and record adjusted EBITDA margins

Sharecare announces third quarter 2023 financial results and operational highlights In the quarter, Sharecare exceeds high end of revenue guidance, reports decrease in net loss and record adjusted EBITDA margins ATLANTA – November 9, 2023 – Sharecare (Nasdaq: SHCR), the digital health company that helps people manage all their health in one place, today announced financial results for the quarter ended September 30, 2023.

SHCR / Sharecare Inc - Class A / Chadwick John Huston - SC 13D/A Activist Investment

SC 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Sharecare, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 81948W104 (CUSIP Number) John H. Chadwick 30 Burton Hills Boulevard, Suite 100 Nashville, TN 37215 (615) 665-8250 Copies to: Jackie Cohen C

*  *  *

September 29, 2023 VIA EDGAR Jeanne Baker Terence O’Brien Securities and Exchange Commission Division of Corporation Finance Office of Industrial Applications and Services 100 F Street, N.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 9, 2023 SHARECARE, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 9, 2023 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Num

Sharecare announces second quarter 2023 financial results and operational highlights

Sharecare announces second quarter 2023 financial results and operational highlights ATLANTA – August 9, 2023 – Sharecare (Nasdaq: SHCR), the digital health company that helps people manage all their health in one place, today announced financial results for the quarter ended June 30, 2023.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39535 SHAR

* * *

August 7, 2023 VIA EDGAR Jeanne Baker Terence O’Brien Securities and Exchange Commission Division of Corporation Finance Office of Industrial Applications and Services 100 F Street, N.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 6, 2023 SHARECARE, INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 6, 2023 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Numbe

Sharecare concludes strategic review, announces share repurchase program Board of Directors re-authorizes $50 million for stock repurchases; determines alignment, optimization, and growth initiatives best path to maximize value for shareholders

Sharecare concludes strategic review, announces share repurchase program Board of Directors re-authorizes $50 million for stock repurchases; determines alignment, optimization, and growth initiatives best path to maximize value for shareholders ATLANTA – May 31, 2023 – Sharecare (Nasdaq: SHCR), the digital health company that helps people manage all their health in one place, today announced that its Board of Directors has completed the strategic review process initiated in August 2022.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 31, 2023 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Numbe

Sharecare announces first quarter 2023 financial results and operational highlights

Sharecare announces first quarter 2023 financial results and operational highlights ATLANTA – May 10, 2023 – Sharecare (Nasdaq: SHCR), the digital health company that helps people manage all their health in one place, today announced financial results for the quarter ended March 31, 2023.

Filing Fee Table.

Exhibit 107 CALCULATION OF FILING FEE TABLE FORM S-8 (Form type) Sharecare, Inc. (Exact name of Registrant as specified in its charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $0.0001 par value

As filed with the Securities and Exchange Commission on May 10, 2023

As filed with the Securities and Exchange Commission on May 10, 2023 Registration No.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 10, 2023 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39535 SHA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

Schedule 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14

Form of Performance Restricted Stock Unit Grant Notice.

Exhibit 10.27 SHARECARE, INC. 2021 OMNIBUS INCENTIVE PLAN PERFORMANCE RESTRICTED STOCK UNIT GRANT NOTICE [2023-2025] PERFORMANCE PERIOD Sharecare, Inc., a Delaware corporation (the “Company”), pursuant to its 2021 Omnibus Incentive Plan, as may be amended from time to time (the “Plan”), hereby grants to Participant the number of restricted stock units (“RSUs”) set forth below, each of which repres

Form of Restricted Stock Unit Grant Notice

Exhibit 10.26 SHARECARE, INC. 2021 OMNIBUS INCENTIVE PLAN RESTRICTED STOCK UNIT GRANT NOTICE Sharecare, Inc., a Delaware corporation (the “Company”), pursuant to its 2021 Omnibus Incentive Plan, as may be amended from time to time (the “Plan”), hereby grants to Participant the number of restricted stock units (“RSUs”) set forth below, each of which represents the right to receive one share of Stoc

(incorporated by reference to Exhibit 10.6 of Sharecare’s Annual Report on Form 10-K, filed with the SEC on March 31, 2023).

Exhibit 10.28 SHARECARE, INC. CHANGE IN CONTROL PLAN Effective January 25, 2023 Exhibit 10.28 ARTICLE ONE FOREWORD 1.01Purpose of the Plan. Sharecare, Inc. (the “Corporation”) considers it essential and in the best interests of its stockholders (i) to provide appropriate protection that facilitates executives acting in the interest of stockholders in the event of a possible or actual change in con

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39

(incorporated by reference to Exhibit 10.6 of Sharecare’s Annual Report on Form 10-K, filed with the SEC on March 31, 2023).

Exhibit 21.1 SHARECARE, INC. List of Significant Subsidiaries Entity Name Jurisdiction of Organization CareLinx, Inc. Delaware Healthways SC, LLC Delaware MindSciences, Inc. Delaware SC-WHAI, LLC Delaware Sharecare France Sharecare ACO 1, LLC Delaware Sharecare ACO 2, LLC Delaware Sharecare ACO 3, LLC Delaware Sharecare ACO 4, LLC Delaware Sharecare ACO 5, LLC Delaware Sharecare AI, Inc. Delaware

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 29, 2023 SHARECARE, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 29, 2023 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Num

Sharecare announces fourth quarter and full year 2022 financial results and operational highlights

Sharecare announces fourth quarter and full year 2022 financial results and operational highlights ATLANTA – March 29, 2023 – Sharecare (Nasdaq: SHCR), the digital health company that helps people manage all their health in one place, today announced financial results for the quarter and year ended December 31, 2022.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING SEC FILE NUMBER: 001-39535 CUSIP NUMBERS: SHCR 808524854 and SHCRW 81948W104 (Check One): x Form 10-K ¨ Form 20-F ¨ Form 11-K ¨ Form 10-Q ¨ Form N-CEN ¨ Form N-CSR For Period Ended: December 31, 2022 ¨ Transition Report on Form 10-K ¨ Transition Report on Form 20-F ¨ Transition Report on Form 11-K ¨ Transition Report on Form 10-Q ¨ Transition Report on Form N-SAR For the Transition Period Ended: Read Instruction (on back page) Before Preparing Form.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 14, 2023 SHARECARE, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 14, 2023 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Num

IN THE COURT OF CHANCERY FOR THE STATE OF DELAWARE

GRANTED EFiled: Mar 14 2023 04:32PM EDT Transaction ID 69354515 Case No. 2023-0203-LWW IN THE COURT OF CHANCERY FOR THE STATE OF DELAWARE IN RE SHARECARE, INC. ) ) C.A. No. 2023-0203-LWW ) [PROPOSED] ORDER UNDER 8 DEL. C. § 205 WHEREAS, on July 1, 2021, Sharecare, Inc. (“Sharecare”) filed its Fourth Amended and Restated Certificate of Incorporation (the “Charter”) with the Delaware Secretary of St

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 17, 2023 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File

Amendment Number Nine to Credit Agreement and Amendment Number One to Guaranty and Security Agreement, dated as of February 10, 2023, by and among Wells Fargo Bank, National Association, as Administrative Agent, the Lenders party thereto from time to time, Sharecare, Inc. and certain subsidiaries of Sharecare, Inc. as Borrowers (incorporated by reference to Exhibit 10.1 of Sharecare’s Current Report on Form 8-K, filed with the SEC on February 16, 2023).

Execution Version AMENDMENT NUMBER NINE TO CREDIT AGREEMENT AND AMENDMENT NUMBER ONE TO GUARANTY AND SECURITY AGREEMENT THIS AMENDMENT NUMBER NINE TO CREDIT AGREEMENT AND AMENDMENT NUMBER ONE TO GUARANTY AND SECURITY AGREEMENT (this “Amendment”), dated as of February 10, 2023, is entered into by and among SHARECARE, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 10, 2023 SHARECARE, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): February 10, 2023 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File

SHCR / Sharecare, Inc. Class A / HEARST COMMUNICATIONS INC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Sharecare, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 81948W104 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule

SHCR / Sharecare, Inc. Class A / BlackRock Inc. Passive Investment

us81948w1045020323.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: ) Sharecare, Inc. - (Name of Issuer) Class A Common Stock - (Title of Class of Securities) 81948W104 - (CUSIP Number) December 31, 2022 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuan

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 25, 2023 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File N

Sharecare appoints Brent Layton to board of directors

Sharecare appoints Brent Layton to board of directors ATLANTA – Jan. 11, 2023 – Sharecare, Inc. (Nasdaq: SHCR) (“Sharecare”), the digital health company that helps people manage all their health in one place, has appointed healthcare industry veteran and retiring Centene Corporation executive Brent Layton to its board of directors and Audit Committee, effective today. Mr. Layton has more than 30 y

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 11, 2023 SHARECARE, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): January 11, 2023 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File N

Sharecare announces third quarter 2022 financial results and operational highlights

Sharecare announces third quarter 2022 financial results and operational highlights ATLANTA ? November 10, 2022 ? Sharecare, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39535

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 10, 2022 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File

Sharecare announces second quarter 2022 financial results and operational highlights

Sharecare announces second quarter 2022 financial results and operational highlights ATLANTA – August 10, 2022 – Sharecare (Nasdaq: SHCR), the digital health company that helps people manage all their health in one place, today announced financial results for the quarter ended June 30, 2022.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39535 SHAR

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): August 10, 2022 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Nu

Sharecare, Inc. Non-Employee Director Deferral Plan (incorporated by reference to Exhibit 10.2 of Sharecare’s Quarterly Report on Form 10-Q, filed with the SEC on August 10, 2022).

SHARECARE, INC. NON-EMPLOYEE DIRECTOR DEFERRAL PLAN 1.ESTABLISHMENT OF THE PLAN Sharecare, Inc., a Delaware corporation (the ?Company?), hereby establishes this deferred compensation plan to be known as the ?Sharecare, Inc. Non-Employee Director Deferral Plan,? as amended from time to time (the ?Plan?) effective August 5, 2022. Exhibit A, which is incorporated by reference, defines certain terms u

SHARECARE, INC. Primary Offering of 17,433,334 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 84,674,479 Shares of Common Stock and 3,728,533 Warrants to Purchase Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-259333 PROSPECTUS SHARECARE, INC. Primary Offering of 17,433,334 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 84,674,479 Shares of Common Stock and 3,728,533 Warrants to Purchase Common Stock This prospectus relates to the issuance by us of up to an aggregate of 17,433,334 shares of our common stock, par value

As filed with the Securities and Exchange Commission on June 21, 2022

POS AM 1 sharecare-sx362122.htm POS AM As filed with the Securities and Exchange Commission on June 21, 2022 Registration No. 333-259333 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 2 to Form S-1 on Form S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Sharecare, Inc. (Exact name of registrant as specified in its charter) Delaware

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): June 10, 2022 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Numb

SHARECARE, INC. Primary Offering of 17,433,334 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 87,656,687 Shares of Common Stock and 3,728,533 Warrants to Purchase Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-259333 PROSPECTUS SUPPLEMENT NO. 2 (to Prospectus, dated April 4, 2022) SHARECARE, INC. Primary Offering of 17,433,334 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 87,656,687 Shares of Common Stock and 3,728,533 Warrants to Purchase Common Stock This prospectus supplement is being filed to update and supplemen

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 17, 2022 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Numbe

All together better 1 2 This presentation contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 that are based on beliefs and assumptions and on information currently available. In some ca

All together better 1 2 This presentation contains forward-looking statements within the meaning of the U.

SHARECARE, INC. Primary Offering of 17,433,334 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 87,656,687 Shares of Common Stock and 3,728,533 Warrants to Purchase Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-259333 PROSPECTUS SUPPLEMENT NO. 1 (to Prospectus, dated April 4, 2022) SHARECARE, INC. Primary Offering of 17,433,334 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 87,656,687 Shares of Common Stock and 3,728,533 Warrants to Purchase Common Stock This prospectus supplement is being filed to up

Sharecare announces first quarter 2022 financial results and operational highlights

Sharecare announces first quarter 2022 financial results and operational highlights Company provides second quarter guidance and reaffirms full year fiscal 2022 guidance Company announces $50 million share repurchase program ATLANTA ? May 12, 2022 ? Sharecare (Nasdaq: SHCR), the digital health company that helps people manage all their health in one place, today announced financial results for the quarter ended March 31, 2022.

Amendment Number Eight to Credit Agreement, dated as of May 11, 2022, relating to Credit Agreement, dated as of March 9, 2017, by and among Wells Fargo Bank, National Association, as Administrative Agent, the Lenders party thereto from time to time, and Sharecare Operating Company, Inc. f/k/a Sharecare, Inc. and certain subsidiaries of Sharecare, Inc., as Borrowers (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q, filed with the SEC on May 12, 2022)

EX-10.1 2 wfsharecare-amendmentnumb.htm EX-10.1 Exhibit 10.1 AMENDMENT NUMBER EIGHT TO CREDIT AGREEMENT THIS AMENDMENT NUMBER EIGHT TO CREDIT AGREEMENT (this “Amendment”), dated as of May 11, 2022, is entered into by and among SHARECARE, INC. (formerly known as Falcon Acquisition Corp.), a Delaware corporation (“Holdings”), SHARECARE OPERATING COMPANY, INC. (formerly known as Sharecare, Inc.), a D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39535 SHA

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): May 12, 2022 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

SHARECARE, INC. Primary Offering of 17,433,334 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 87,656,687 Shares of Common Stock and 3,728,533 Warrants to Purchase Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-259333 PROSPECTUS SHARECARE, INC. Primary Offering of 17,433,334 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 87,656,687 Shares of Common Stock and 3,728,533 Warrants to Purchase Common Stock This prospectus relates to the issuance by us of up to an aggregate of 17,433,334 shares of our commo

As filed with the Securities and Exchange Commission on April 1, 2022 Registration No. 333-259333 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Form S-1 REGISTRATION STATEMENT UNDER THE SECU

Table of Contents As filed with the Securities and Exchange Commission on April 1, 2022 Registration No.

Financial Statements and Exhibits, Results of Operations and Financial Condition, Shareholder Director Nominations

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): March 31, 2022 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Num

Description of Securities.

Exhibit 4.3 SHARECARE, INC. DESCRIPTION OF SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 The following summary of the material terms of the securities of Sharecare, Inc. (?Sharecare,? ?we,? ?us? or ?our?) is not intended to be a complete summary of the rights and preferences of such securities, and is qualified by reference to our Fourth Amended and Restated C

Form of Stock Option Award Agreement (for awards previously issued under the Sharecare, Inc. 2010 Equity Incentive Plan) (incorporated by reference to Exhibit 10.5 on Form 10-K filed with the SEC on March 28, 2022).

Exhibit 10.5 SHARECARE, INC. STOCK OPTION AGREEMENT THIS STOCK OPTION AGREEMENT (this ?Agreement?) is entered into by and between Sharecare, Inc., a Delaware corporation (the ?Company?), and (the ?Optionee?). Capitalized terms not defined in this Agreement have the meanings ascribed to them in the 2010 Equity Incentive Plan, as amended (the ?Plan?) of the Company. 1.Effective as of the Effective D

Form of Stock Option Award Agreement (for awards previously issued under the Sharecare, Inc. 2020 Equity Incentive

Exhibit 10.6 SHARECARE, INC. 2020 EQUITY INCENTIVE PLAN STOCK OPTION AWARD AGREEMENT Unless otherwise defined herein, the capitalized terms used in this Sharecare, Inc. 2020 Equity Incentive Plan Stock Option Award Agreement (?Agreement?) shall have the meanings given to such terms in the Sharecare, Inc. 2020 Equity Incentive Plan (as amended, the ?Plan?). I.NOTICE OF OPTION GRANT Optionee: Addres

Sharecare announces fourth quarter and full year 2021 financial results and operational highlights Company announces strategic initiatives to enhance long-term operating performance; provides financial guidance for first quarter and full-year fiscal

Sharecare announces fourth quarter and full year 2021 financial results and operational highlights Company announces strategic initiatives to enhance long-term operating performance; provides financial guidance for first quarter and full-year fiscal 2022 financial results ATLANTA ? March 31, 2022 ? Sharecare (Nasdaq: SHCR), the digital health company that helps people manage all their health in one place, today announced financial results for the quarter and year ended December 31, 2021.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-39

to Schedule 13G

Exhibit I to Schedule 13G Ameriprise Financial, Inc., a Delaware Corporation, is a parent holding company. The classification and identity of the relevant subsidiaries is as follows: Investment Adviser ? Columbia Management Investment Advisers, LLC is an investment adviser registered under section 203 of the Investment Advisers Act of 1940.

SHCR / Sharecare, Inc. Class A / AMERIPRISE FINANCIAL INC - SC 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Amendment #1 Under the Securities and Exchange Act of 1934 Sharecare, Inc (Name of Issuer) Common Stock (Title of Class of Securities) 81948W104 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: This

SHCR / Sharecare, Inc. Class A / UBS OCONNOR LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Sharecare, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 81948W104** (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule

to Schedule 13G Joint Filing Agreement

Exhibit II to Schedule 13G Joint Filing Agreement The undersigned persons agree and consent to the joint filing on their behalf of this Schedule 13G dated February 14, 2022 in connection with their beneficial ownership of Sharecare, Inc.

SHCR / Sharecare, Inc. Class A / INTEGRATED CORE STRATEGIES (US) LLC Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (AMENDMENT NO. 2) SHARECARE, INC. (formerly Falcon Capital Acquisition Corp.) (Name of Issuer) COMMON STOCK, PAR VALUE $0.0001 PER SHARE (Title of Class of Securities) 81948W104 (CUSIP Number) DECEMBER 31, 2021 (Date of event which requires filing of this statement) Check

SHCR / Sharecare, Inc. Class A / Linden Capital L.P. - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Sharecare, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 81948W104 (CUSIP Number) December 31, 2021 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule p

Investor Presentation.

Exhibit 99.1

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 10, 2022 Sharecare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File N

SHCR / Sharecare, Inc. Class A / Magnetar Financial LLC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* Sharecare, Inc. (Name of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 81948W104 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

SHARECARE, INC. Primary Offering of 16,246,667 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 47,306,667 Shares of Common Stock and 4,746,667 Warrants to Purchase Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-258061 PROSPECTUS SUPPLEMENT NO. 4 (to Prospectus, dated July 29, 2021) SHARECARE, INC. Primary Offering of 16,246,667 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 47,306,667 Shares of Common Stock and 4,746,667 Warrants to Purchase Common Stock This prospectus supplement is being filed to update and supplemen

SHARECARE, INC. Primary Offering of 1,186,667 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 68,013,223 Shares of Common Stock and 5,933,334 Warrants to Purchase Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-259333 PROSPECTUS SUPPLEMENT NO. 2 (to Prospectus, dated September 14, 2021) SHARECARE, INC. Primary Offering of 1,186,667 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 68,013,223 Shares of Common Stock and 5,933,334 Warrants to Purchase Common Stock This prospectus supplement is being filed to update and suppl

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 3, 2022 Sharecare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Nu

SHARECARE, INC. Primary Offering of 1,186,667 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 68,013,223 Shares of Common Stock and 5,933,334 Warrants to Purchase Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-259333 PROSPECTUS SUPPLEMENT NO. 1 (to Prospectus, dated September 14, 2021) SHARECARE, INC. Primary Offering of 1,186,667 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 68,013,223 Shares of Common Stock and 5,933,334 Warrants to Purchase Common Stock This prospectus supplement is being filed t

SHARECARE, INC. Primary Offering of 16,246,667 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 47,306,667 Shares of Common Stock and 4,746,667 Warrants to Purchase Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-258061 PROSPECTUS SUPPLEMENT NO. 3 (to Prospectus, dated July 29, 2021) SHARECARE, INC. Primary Offering of 16,246,667 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 47,306,667 Shares of Common Stock and 4,746,667 Warrants to Purchase Common Stock This prospectus supplement is being filed to update and supplemen

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported): November 10, 2021 SHARECARE, INC. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File

Sharecare announces third quarter 2021 financial results and operational highlights Delivers 32% year-over-year quarterly revenue growth and exceeds guidance Increases guidance for fiscal year ending 2021 Significant new client wins across the platfo

EX-99.1 2 sharecareexhibit991930.htm EX-99.1 Sharecare announces third quarter 2021 financial results and operational highlights Delivers 32% year-over-year quarterly revenue growth and exceeds guidance Increases guidance for fiscal year ending 2021 Significant new client wins across the platform set strong foundation for financial performance in fiscal year ending 2022 ATLANTA – November 10, 2021

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-39535

SHARECARE, INC. Primary Offering of 1,186,667 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 68,013,223 Shares of Common Stock and 5,933,334 Warrants to Purchase Common Stock

Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-259333 PROSPECTUS SHARECARE, INC. Primary Offering of 1,186,667 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 68,013,223 Shares of Common Stock and 5,933,334 Warrants to Purchase Common Stock This prospectus relates to the issuance by us of up to an aggregate of 1,186,667 shares of our common

September 10, 2021

CORRESP 1 filename1.htm September 10, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E., Mail Stop 3561 Washington, D.C. 20549 Attention: Deanna Virginio Re: Acceleration Request of Sharecare, Inc. Registration Statement on Form S-1 (File No. 333-259333) Dear Ms. Virginio: Pursuant to Rule 461 under the Securities Act of 1933, as amended, Sharecar

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): September 9, 2021 Sharecare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File

Important Notice Regarding Forward-Looking Statements This presentation contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 that are based on beliefs and assumptions and on information c

Exhibit 99.1 All together better 1Exhibit 99.1 All together better 1 Important Notice Regarding Forward-Looking Statements This presentation contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 that are based on beliefs and assumptions and on information currently available. In some cases, you can identify forward-looking statements by

As filed with the Securities and Exchange Commission on September 7, 2021

Form S-8 As filed with the Securities and Exchange Commission on September 7, 2021 Registration No.

Form S-1

Table of Contents As filed with the Securities and Exchange Commission on September 3, 2021 Registration No.

List of Subsidiaries.

Exhibit 21.1 SHARECARE, INC. List of Significant Subsidiaries Entity Name Jurisdiction of Organization CareLinx, Inc. Delaware Healthways SC, LLC Delaware Lucid Global, Inc. Delaware MindSciences, Inc. Delaware SC-WHAI, LLC Delaware Sharecare France Sharecare ACO 1, LLC Delaware Sharecare ACO 2, LLC Delaware Sharecare ACO 3, LLC Delaware Sharecare ACO 4, LLC Delaware Sharecare ACO 5, LLC Delaware

SHCR / Sharecare, Inc. Class A / HEARST COMMUNICATIONS INC - SC 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Sharecare, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 81948W104 (CUSIP Number) July 1, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuan

Form of Stock Option Grant Notice (incorporated by reference to Exhibit 10.6 of Amendment No. 1 to Sharecare’s Current Report on Form 8-K/A, filed with the SEC on August 12, 2021).

Exhibit 10.6 SHARECARE, INC. 2021 OMNIBUS INCENTIVE PLAN STOCK OPTION GRANT NOTICE Sharecare, Inc., a Delaware corporation (the ?Company?), pursuant to its 2021 Omnibus Incentive Plan, as may be amended from time to time (the ?Plan?), hereby grants to Participant an option to purchase the number of shares of Stock set forth below. This option is subject to all of the terms and conditions as set fo

Employment Agreement, effective as of August 13, 2021, by and among Sharecare, Inc., Sharecare Operating Company, Inc. and Jeffrey T. Arnold (incorporated by reference to Exhibit 10.1 of Amendment No. 1 to the Company’s Current Report on Form 8-K/A, filed with the SEC on August 12, 2021).

Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (?Agreement?) is made effective as of August 13, 2021 (the ?Effective Date?), by and between Sharecare, Inc., a Delaware corporation (the ?Company?), Sharecare Operating Company, Inc., a Delaware corporation (?Sharecare?) and Jeffrey T. Arnold, an individual resident of the State of Georgia (?Executive?). WHEREAS, Sharecare and Executive

Employment Agreement, effective as of August 13, 2021, by and among Sharecare, Inc., Sharecare Operating Company, Inc. and Dawn Whaley (incorporated by reference to Exhibit 10.3 of Amendment No. 1 to the Company’s Current Report on Form 8-K/A, filed with the SEC on August 12, 2021).

Exhibit 10.3 EMPLOYMENT AGREEMENT This Employment Agreement (?Agreement?) is made effective as of August 13, 2021 (the ?Effective Date?), by and between Sharecare, Inc., a Delaware corporation (the ?Company?), Sharecare Operating Company, Inc., a Delaware corporation (?Sharecare?) and Dawn Whaley, an individual resident of the State of Georgia (?Executive?). WHEREAS, Sharecare and Executive were p

SHARECARE, INC. CONSOLIDATED BALANCE SHEETS (In thousands, except share and per share amounts) As of June 30, 2021 As of December 31, 2020 Assets Current assets: Cash and cash equivalents $ 42,842 $ 22,603 Accounts receivable, net (net of allowance f

Exhibit 99.1 SHARECARE, INC. CONSOLIDATED BALANCE SHEETS (Unaudited) (In thousands, except share and per share amounts) As of June 30, 2021 As of December 31, 2020 Assets Current assets: Cash and cash equivalents $ 42,842 $ 22,603 Accounts receivable, net (net of allowance for doubtful accounts of $5,227 and $5,707 respectively) 80,875 70,540 Other receivables 2,527 3,152 Prepaid expenses 9,558 3,

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 12, 2021 (July 1, 2021) Sharecare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of

Form of Stock Option Grant Notice for Named Executive Officers (incorporated by reference to Exhibit 10.4 of Amendment No. 1 to the Company’s Current Report on Form 8-K/A, filed with the SEC on August 12, 2021).

Exhibit 10.4 SHARECARE, INC. 2021 OMNIBUS INCENTIVE PLAN STOCK OPTION GRANT NOTICE Sharecare, Inc., a Delaware corporation (the ?Company?), pursuant to its 2021 Omnibus Incentive Plan, as may be amended from time to time (the ?Plan?), hereby grants to Participant an option to purchase the number of shares of Stock set forth below. This option is subject to all of the terms and conditions as set fo

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.3 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Defined terms included below have the same meaning as terms defined in the current report on Form 8-K, which was originally filed with the SEC on July 8, 2021, that is being amended by this amendment to such current report (as originally filed, the ?Super 8-K? and, as amended hereby, the ?Amended Super 8-K?) and, if not defi

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF SHARECARE

Exhibit 99.2 MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF SHARECARE The following discussion and analysis of the financial condition and results of operations of Sharecare, Inc. (for purposes of this section, ?Sharecare,? ?we,? ?us? and ?our?) should be read together with our unaudited interim financial statements as of June, 30 2021 and for the six mont

Form of Restricted Stock Unit Grant Notice (incorporated by reference to Exhibit 10.5 of Amendment No. 1 to the Company’s Current Report on Form 8-K/A, filed with the SEC on August 12, 2021).

Exhibit 10.5 SHARECARE, INC. 2021 OMNIBUS INCENTIVE PLAN [PERFORMANCE] RESTRICTED STOCK UNIT GRANT NOTICE Sharecare, Inc., a Delaware corporation (the ?Company?), pursuant to its 2021 Omnibus Incentive Plan, as may be amended from time to time (the ?Plan?), hereby grants to Participant the number of restricted stock units (?RSUs?) set forth below, each of which represents the right to receive one

Employment Agreement, effective as of August 13, 2021, by and among Sharecare, Inc., Sharecare Operating Company, Inc. and Justin Ferrero (incorporated by reference to Exhibit 10.2 of Amendment No. 1 to the Company’s Current Report on Form 8-K/A, filed with the SEC on August 12, 2021).

Exhibit 10.2 EMPLOYMENT AGREEMENT This Employment Agreement (?Agreement?) is made effective as of August 13, 2021 (the ?Effective Date?), by and between Sharecare, Inc., a Delaware corporation (the ?Company?), Sharecare Operating Company, Inc., a Delaware corporation (?Sharecare?) and Justin Ferrero, an individual resident of the State of Georgia (?Executive?). WHEREAS, Sharecare and Executive wer

SHARECARE, INC. Primary Offering of 16,246,667 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 47,306,667 Shares of Common Stock and 4,746,667 Warrants to Purchase Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-258061 PROSPECTUS SUPPLEMENT NO. 2 (to Prospectus, dated July 29, 2021) SHARECARE, INC. Primary Offering of 16,246,667 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 47,306,667 Shares of Common Stock and 4,746,667 Warrants to Purchase Common Stock This prospectus supplement is being filed to update and supplemen

Important Notice Regarding Forward-Looking Statements This presentation contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 that are based on beliefs and assumptions and on information c

Exhibit 99.1 All together better 1Exhibit 99.1 All together better 1 Important Notice Regarding Forward-Looking Statements This presentation contains forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 that are based on beliefs and assumptions and on information currently available. In some cases, you can identify forward-looking statements by

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 12, 2021 Sharecare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Nu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 Or ☐ TRANSITION REPORT

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001

Sharecare announces second quarter 2021 financial results and operational highlights Updates FY 2021 revenue outlook to range of $414 million to $415 million from $408 million following the acquisition of CareLinx, a tech-enabled home health company

EX-99.1 2 d214216dex991.htm EX-99.1 Exhibit 99.1 Sharecare announces second quarter 2021 financial results and operational highlights Updates FY 2021 revenue outlook to range of $414 million to $415 million from $408 million following the acquisition of CareLinx, a tech-enabled home health company ATLANTA – August 11, 2021 – Sharecare (Nasdaq: SHCR), the digital health company that helps people ma

SHARECARE, INC. Primary Offering of 16,246,667 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 47,306,667 Shares of Common Stock and 4,746,667 Warrants to Purchase Common Stock

Filed Pursuant to Rule 424(b)(3) Registration No. 333-258061 PROSPECTUS SUPPLEMENT NO. 1 (to Prospectus, dated July 29, 2021) SHARECARE, INC. Primary Offering of 16,246,667 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 47,306,667 Shares of Common Stock and 4,746,667 Warrants to Purchase Common Stock This prospectus supplement is being filed to update and supplemen

Sharecare enters home health market with acquisition of CareLinx, augments comprehensive platform with network of over 450,000 tech-enabled caregivers

EX-99.2 3 d214216dex992.htm EX-99.2 Exhibit 99.2 Sharecare enters home health market with acquisition of CareLinx, augments comprehensive platform with network of over 450,000 tech-enabled caregivers ATLANTA and BURLINGAME, Calif. – August 11, 2012 – Sharecare (Nasdaq: SHCR), the digital health company that helps people manage all their health in one place, today announced that it has closed its a

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 11, 2021 Sharecare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Nu

SHARECARE, INC. Primary Offering of 16,246,667 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 47,306,667 Shares of Common Stock and 4,746,667 Warrants to Purchase Common Stock

424B3 1 d191349d424b3.htm 424B3 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. 333-258061 PROSPECTUS SHARECARE, INC. Primary Offering of 16,246,667 Shares of Common Stock Issuable Upon Exercise of Warrants Secondary Offering of 47,306,667 Shares of Common Stock and 4,746,667 Warrants to Purchase Common Stock This prospectus relates to (1) the issuance by us of up to an aggrega

July 27, 2021

July 27, 2021 VIA EDGAR Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.

As filed with the Securities and Exchange Commission on July 20, 2021

S-1 1 d191349ds1.htm FORM S-1 Table of Contents As filed with the Securities and Exchange Commission on July 20, 2021 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Sharecare, Inc. (Exact name of registrant as specified in its charter) Delaware 8000 85-1365053 (State or other jurisdictio

SHCR / Sharecare, Inc. Class A / Chadwick John Huston - SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 Sharecare, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 81948W104 (CUSIP Number) John H. Chadwick 30 Burton Hills Boulevard, Suite 100 Nashville, TN 37215 (615) 665-8250 Copies to: Charles D. Vaughn Nelson Mullins Riley & S

SHCR / Sharecare, Inc. Class A / ARNOLD JEFFREY T - SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 Sharecare, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 81948W104 (CUSIP Number) Jeffrey T. Arnold 255 East Paces Ferry Road NE, Suite 700 Atlanta, GA 30305 (404) 671-4000 Copies to: Keith Townsend King & Spalding LLP 1180

Joint Filing Agreement among the Reporting Persons, dated as of July 12, 2021.

EX-99.1 2 ea144110ex99-1share.htm JOINT FILING AGREEMENT AMONG THE REPORTING PERSONS, DATED AS OF JULY 12, 2021 Exhibit 1 Joint Filing Agreement In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to shares of

Information regarding (i) the organizational structure of the Claritas Entities and the Managing Claritas Entities and (ii) the managers, partners and executive officers of each of the Managing Claritas Entities.

EX-99.2 3 ea144110ex99-2share.htm INFORMATION REGARDING (I) THE ORGANIZATIONAL STRUCTURE OF THE CLARITAS ENTITIES AND THE MANAGING CLARITAS ENTITIES AND (II) THE MANAGERS, PARTNERS AND EXECUTIVE OFFICERS OF EACH OF THE MANAGING CLARITAS ENTITIES Exhibit 2 Information regarding (i) the organizational structure of the Claritas Entities and the Managing Claritas Entities and (ii) the managers, partne

Amendment Number Six to Credit Agreement and Consent, dated as of July 1, 2021, relating to Credit Agreement, dated as of March 9, 2017, by and among Wells Fargo Bank, National Association, as Administrative Agent, the Lenders party thereto from time to time, and Sharecare, Inc. and certain subsidiaries of Sharecare, Inc., as Borrowers (incorporated by reference to Exhibit 10.14 of Sharecare’s Current Report on Form 8-K12B, filed with the SEC on July 8, 2021).

Exhibit 10.14 Execution Version AMENDMENT NUMBER SIX TO CREDIT AGREEMENT AND CONSENT THIS AMENDMENT NUMBER SIX TO CREDIT AGREEMENT AND CONSENT (this “Amendment”), dated as of July 1, 2021, is entered into by and among SHARECARE, INC., a Delaware corporation (“Parent”), the Subsidiaries of Parent identified on the signature pages hereof as “Borrowers” (such Subsidiaries, together with Parent, are r

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 1, 2021 Sharecare, Inc. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 1, 2021 Sharecare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Numbe

Press Release, dated July 1, 2021.

EX-99.2 9 ea143821ex99-2sharecareinc.htm PRESS RELEASE, DATED JULY 1, 2021 Exhibit 99.2 Sharecare closes business combination with Falcon Capital Acquisition Corp., will begin trading on Nasdaq under symbol “SHCR” on July 2 ATLANTA, July 1, 2021 – Sharecare, Inc. (“Sharecare”), the digital health company that helps people manage all their health in one place, today announced that it has completed

Unaudited Pro Forma Condensed Combined Financial Information.

EX-99.1 8 ea143821ex99-1sharecareinc.htm UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Defined terms included below have the same meaning as terms defined and included elsewhere in this Form 8-K and, if not defined in the Form 8-K, the Registration Statement on Form S-4 (File No. 333-253113) (the “Registration

Letter from WithumSmith+Brown, PC to the SEC, dated July 8, 2021 (incorporated by reference to Exhibit 16.1 of Sharecare’s Current Report on Form 8-K12B, filed with the SEC on July 8, 2021).

EX-16.1 6 ea143821ex16-1sharecareinc.htm LETTER FROM WITHUM SMITH+BROWN, PC Exhibit 16.1 July 8, 2021 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Ladies and Gentlemen: We have read Sharecare Inc.’s (formerly known as Falcon Capital Acquisition Corp.) statements included under Item 4.01 of its Form 8-K dated July 8, 2021. We agree with t

Amended and Restated Registration Rights Agreement, dated as of July 1, 2021, by and among Falcon Capital Acquisition Corp., Sharecare, Inc. and certain stockholders named therein (incorporated by reference to Exhibit 10.3 of the Company’s Current Report on Form 8-K12B, filed with the SEC on July 8, 2021).

EX-10.3 4 ea143821ex10-3sharecareinc.htm AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT Exhibit 10.3 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT This Amended and Restated Registration Rights Agreement (this “Agreement”) is made and entered into as of July 1, 2021 by and among Falcon Capital Acquisition Corp., a Delaware corporation (prior to the Effective Time (as defined in the Merger

Amendment Number Six to Credit Agreement and Consent, dated as of July 1, 2021, relating to Credit Agreement, dated as of March 9, 2017, by and among Wells Fargo Bank, National Association, as Administrative Agent, the Lenders party thereto from time to time, and Sharecare, Inc. and certain subsidiaries of Sharecare, Inc., as Borrowers.

EX-10.14 5 ea143821ex10-14sharecareinc.htm AMENDMENT NUMBER SIX TO CREDIT AGREEMENT AND CONSENT Exhibit 10.14 Execution Version AMENDMENT NUMBER SIX TO CREDIT AGREEMENT AND CONSENT THIS AMENDMENT NUMBER SIX TO CREDIT AGREEMENT AND CONSENT (this “Amendment”), dated as of July 1, 2021, is entered into by and among SHARECARE, INC., a Delaware corporation (“Parent”), the Subsidiaries of Parent identif

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Change in Shell Company Status, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant, Completion of Acquisition or Disposition of Assets, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 1, 2021 Sharecare, Inc. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Commission File Numbe

Form of Indemnification Agreement.

EX-10.2 3 ea143821ex10-2sharecareinc.htm FORM OF INDEMNIFICATION AGREEMENT Exhibit 10.2 FORM OF INDEMNIFICATION AGREEMENT This INDEMNIFICATION AGREEMENT is made and executed effective as of [DATE] by and between Sharecare, Inc. (formerly known as Falcon Capital Acquisition Corp.), a Delaware corporation (the “Company”), and [NAME], an individual resident of the State of [STATE] (the “Indemnitee”).

Letter from Withum Smith+Brown, PC to the SEC, dated July 8, 2021.

EX-16.1 6 ea143821ex16-1sharecareinc.htm LETTER FROM WITHUM SMITH+BROWN, PC Exhibit 16.1 July 8, 2021 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Ladies and Gentlemen: We have read Sharecare Inc.’s (formerly known as Falcon Capital Acquisition Corp.) statements included under Item 4.01 of its Form 8-K dated July 8, 2021. We agree with t

List of Subsidiaries.

EX-21.1 7 ea143821ex21-1sharecareinc.htm LIST OF SUBSIDIARIES Exhibit 21.1 SHARECARE, INC. List of Significant Subsidiaries Entity Name Jurisdiction of Organization Healthways SC, LLC Delaware Lucid Global, Inc. Delaware MindSciences, Inc. Delaware SC-WHAI, LLC Delaware Sharecare France Sharecare ACO 1, LLC Delaware Sharecare ACO 2, LLC Delaware Sharecare ACO 3, LLC Delaware Sharecare ACO 4, LLC D

Sharecare, Inc. 2021 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K12B, filed with the SEC on July 8, 2021).

EX-10.1 2 ea143821ex10-1sharecareinc.htm SHARECARE, INC. 2021 OMNIBUS INCENTIVE PLAN Exhibit 10.1 SHARECARE, INC. 2021 OMNIBUS INCENTIVE PLAN 1. ESTABLISHMENT OF THE PLAN Sharecare, Inc., a Delaware corporation (the “Company”), hereby establishes this incentive compensation plan to be known as the “Sharecare, Inc. 2021 Omnibus Incentive Plan,” as amended from time to time (the “Plan”). Exhibit A,

Sharecare closes business combination with Falcon Capital Acquisition Corp., will begin trading on Nasdaq under symbol “SHCR” on July 2

EX-99.2 9 ea143821ex99-2sharecareinc.htm PRESS RELEASE, DATED JULY 1, 2021 Exhibit 99.2 Sharecare closes business combination with Falcon Capital Acquisition Corp., will begin trading on Nasdaq under symbol “SHCR” on July 2 ATLANTA, July 1, 2021 – Sharecare, Inc. (“Sharecare”), the digital health company that helps people manage all their health in one place, today announced that it has completed

Form of Indemnification Agreement (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K12B, filed with the SEC on July 8, 2021).

Exhibit 10.2 FORM OF INDEMNIFICATION AGREEMENT This INDEMNIFICATION AGREEMENT is made and executed effective as of [DATE] by and between Sharecare, Inc. (formerly known as Falcon Capital Acquisition Corp.), a Delaware corporation (the “Company”), and [NAME], an individual resident of the State of [STATE] (the “Indemnitee”). WHEREAS, Indemnitee is a member of the Board of Directors or an officer of

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION

Exhibit 99.1 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL INFORMATION Defined terms included below have the same meaning as terms defined and included elsewhere in this Form 8-K and, if not defined in the Form 8-K, the Registration Statement on Form S-4 (File No. 333-253113) (the “Registration Statement”). Unless the context otherwise requires, the “Company” refers to Sharecare, Inc. after the

Amended and Restated Registration Rights Agreement, dated as of July 1, 2021, by and among Falcon Capital Acquisition Corp., Sharecare, Inc. and certain stockholders named therein (incorporated by reference to Exhibit 10.3 of the Issuer’s Current Report on Form 8-K, filed with the SEC on July 8, 2021).

EX-10.3 4 ea143821ex10-3sharecareinc.htm AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT Exhibit 10.3 AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT This Amended and Restated Registration Rights Agreement (this “Agreement”) is made and entered into as of July 1, 2021 by and among Falcon Capital Acquisition Corp., a Delaware corporation (prior to the Effective Time (as defined in the Merger

List of Subsidiaries.

Exhibit 21.1 SHARECARE, INC. List of Significant Subsidiaries Entity Name Jurisdiction of Organization Healthways SC, LLC Delaware Lucid Global, Inc. Delaware MindSciences, Inc. Delaware SC-WHAI, LLC Delaware Sharecare France Sharecare ACO 1, LLC Delaware Sharecare ACO 2, LLC Delaware Sharecare ACO 3, LLC Delaware Sharecare ACO 4, LLC Delaware Sharecare ACO 5, LLC Delaware Sharecare ACO 6, LLC Del

Sharecare, Inc. 2021 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 of Shareacare’s Current Report on Form 8-K12B, filed with the SEC on July 8, 2021).

Exhibit 10.1 SHARECARE, INC. 2021 OMNIBUS INCENTIVE PLAN 1. ESTABLISHMENT OF THE PLAN Sharecare, Inc., a Delaware corporation (the “Company”), hereby establishes this incentive compensation plan to be known as the “Sharecare, Inc. 2021 Omnibus Incentive Plan,” as amended from time to time (the “Plan”). Exhibit A, which is incorporated by reference, defines certain terms used in the Plan and includ

Certificate of Designations for Series A Convertible Preferred Stock (incorporated by reference to Exhibit 3.2 of Amendment No. 1 to FCAC’s Registration Statement on Form 8-A, filed with the SEC on July 1, 2021).

Exhibit 3.2 Sharecare, Inc. Certificate of Designations Series A Convertible Preferred Stock July 1, 2021 TABLE OF CONTENTS Page Section 1. Definitions 1 Section 2. Rules of Construction 7 Section 3. The Convertible Preferred Stock 7 (a) Designation; Par Value 7 (b) Number of Authorized Shares 7 (c) Form, Dating and Denominations 8 (d) Method of Payment; Delay When Payment Date is Not a Business D

Form of Specimen Common Stock Certificate of Sharecare, Inc. (incorporated by reference to Exhibit 4.1 of Amendment No. 1 to FCAC’s Registration Statement on Form 8-A, filed with the SEC on July 1, 2021).

Exhibit 4.1 NUMBER [] [] SHARES COMMON STOCK SEE REVERSE FOR CERTAIN DEFINITIONS CUSIP [] SHARECARE, INC. INCORPORATED UNDER THE LAWS OF THE STATE OF DELAWARE COMMON STOCK This Certifies that is the owner of FULLY PAID AND NON-ASSESSABLE SHARES OF THE PAR VALUE OF $0.0001 EACH OF THE COMMON STOCK OF SHARECARE, INC. (THE “CORPORATION”) transferable on the books of the Corporation in person or by du

Fourth Amended and Restated Certificate of Incorporation of Sharecare, Inc. (incorporated by reference to Exhibit 3.1 of Amendment No. 1 to FCAC’s Registration Statement on Form 8-A, filed with the SEC on July 1, 2021).

EX-3.1 2 ea143629ex3-1falcon.htm FOURTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION Exhibit 3.1 FOURTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF Falcon Capital Acquisition Corp. July 1, 2021 Falcon Capital Acquisition Corp., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), DOES HEREBY CERTIFY AS FOLLOWS: 1. The name of the Corporati

Form 8-A12B/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A (Amendment No. 1) FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Sharecare, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 85-1365053 (State of Incorporation or Organization) (I.R.S. Employer Identification Number) 255 East Paces Ferry

Amended and Restated Bylaws of Sharecare, Inc. (incorporated by reference to Exhibit 3.3 of Amendment No. 1 to FCAC’s Registration Statement on Form 8-A, filed with the SEC on July 1, 2021).

Exhibit 3.3 AMENDED AND RESTATED BYLAWS OF SHARECARE, INC. (THE “CORPORATION”) Article I OFFICES Section 1.1 Registered Office. The registered office of the Corporation within the State of Delaware shall be located at either (a) the principal place of business of the Corporation in the State of Delaware or (b) the office of the corporation or individual acting as the Corporation’s registered agent

Earnout Escrow Agreement, dated July 1, 2021, by and among Sharecare, Inc., Colin Daniel, solely in his capacity as stockholder representative, Falcon Equity Investors LLC and Continental Stock Transfer & Trust Company (incorporated by reference to Exhibit 4.3 of Amendment No. 1 to FCAC’s Registration Statement on Form 8-A, filed with the SEC on July 1, 2021).

Exhibit 4.3 EARNOUT ESCROW AGREEMENT This EARNOUT ESCROW AGREEMENT (this “Agreement”) is made and entered into as of July 1, 2021, by and among Falcon Capital Acquisition Corp., a Delaware corporation (“PubCo”), Colin Daniel, solely in his capacity as the stockholder representative (acting on behalf of the Stockholder Earnout Group and not in his personal capacity) (together with any successor app

Falcon Capital Shareholders Approve Business Combination with Sharecare, Inc.

EX-99.1 2 ea143489ex99-1falconcapital.htm PRESS RELEASE, DATED JUNE 29, 2021 Exhibit 99.1 Falcon Capital Shareholders Approve Business Combination with Sharecare, Inc. NEW YORK, NY, June 29, 2021 – Falcon Capital Acquisition Corp., a Delaware corporation (the “Company”) (Nasdaq: FCACU, FCAC, FCACW), announced today that the Company’s shareholders have voted to approve all of the proposals related

Regulation FD Disclosure, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 29, 2021 FALCON CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Com

2

425 1 ea143299-425falconcap.htm FORM 425 Filed by Falcon Capital Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Sharecare, Inc. Commission File No. 333-253113 Date: June 24, 2021 IPO Edge: Sharecare CEO Arnold, Falcon Capital Acquisition Corp. CEO Mnuchin in Fireside Chat, J

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 23, 2021 FALCON CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or other jurisdiction of incorporation) (Com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 23, 2021 FALCON CAPITAL ACQU

425 1 ea143139-8kfalconcapital.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 23, 2021 FALCON CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (

Filed by Falcon Capital Acquisition Corp.

Filed by Falcon Capital Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Sharecare, Inc. Commission File No. 333-253113 Date: June 11, 2021 Bob Jones: Okay, good morning everybody. I’m Bob Jones. I cover the digital health space here at Goldman Sachs. Very excited for this fir

All together better 1 Proven Track Record ALL TOGETHER BETTER 1994 QDS, Founder Remote patient monitoring sold to Matria Healthcare 1998 WebMD, Founder Leading healthcare website sold for $4B 2007 HowStuffWorks, CEO Sold to Discovery Communications 2

Filed by Falcon Capital Acquisition Corp. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: Sharecare, Inc. Commission File No. 333-253113 Date: June 11, 2021 All together better 1 Proven Track Record ALL TOGETHER BETTER 1994 QDS, Founder Remote patient monitoring sold to Matria Healthcare 1998

Financial Statements and Exhibits, Other Events

8-K 1 ea142115-8kfalcon.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 3, 2021 FALCON CAPITAL ACQUISITION CORP. (Exact name of registrant as specified in its charter) Delaware 001-39535 85-1365053 (State or