Form 4: Evolent Health Director Richard Jelinek Granted Over 21,000 Restricted Stock Units

Evolent Health, Inc. Director Richard M. Jelinek has been granted 21,979 restricted stock units, aligning his interests with shareholders.

Summary

• Richard M. Jelinek, a Director of Evolent Health, Inc. (EVH), was granted 21,979 shares of Class A Common Stock in the form of restricted stock units.
• The transaction occurred on June 5, 2025, with the shares granted at a price of $0, typical for restricted stock unit awards.
• These restricted stock units were granted under the Amended and Restated Evolent Health, Inc. 2015 Omnibus Incentive Compensation Plan.
• Following this transaction, Mr. Jelinek directly beneficially owns 36,437 shares of Class A Common Stock.
• Additionally, Mr. Jelinek indirectly beneficially owns 15,000 shares through the Richard M Jelinek GST and another 15,000 shares through the Richard M Jelinek Revocable Trust, bringing his total beneficial ownership to 66,437 shares.

Sentiment

Score: 7

Explanation: The grant of restricted stock units to a director is generally a positive signal, indicating alignment of interests between management and shareholders and a commitment to long-term value creation. It is a standard compensation practice.

Positives

• The grant of restricted stock units to a director aligns management's interests with those of shareholders, as the value of the units is tied to the company's stock performance.
• The acquisition of additional equity by a director can signal confidence in the company's future prospects.

Risks

• The value of the restricted stock units is subject to market fluctuations of Evolent Health, Inc.'s Class A Common Stock.
• Vesting of the securities is contingent upon Mr. Jelinek's continued service on the vesting date, posing a risk if his service terminates prior to vesting.

Future Outlook

The 21,979 restricted stock units granted to Director Richard M. Jelinek are scheduled to vest on the earlier of June 5, 2026, or the date of the Company's 2026 annual meeting, contingent upon his continued service.

Industry Context

This transaction is a standard form of equity compensation for directors in the healthcare technology and services industry, aiming to align leadership incentives with long-term company performance and shareholder value.

Comparison to Industry Standards

• The grant of restricted stock units (RSUs) at a $0 price is a common practice for director compensation across various industries, including healthcare technology, as seen in companies like Teladoc Health (TDOC) or Veeva Systems (VEEV), where equity awards are a significant component of executive and director remuneration.
• The vesting schedule, tied to continued service and a specific future date or annual meeting, is also a standard mechanism to ensure retention and long-term commitment, comparable to practices at companies such as Cerner Corporation (now Oracle Health) or Allscripts Healthcare Solutions (MDRX).

Related Party Transactions

• The grant of restricted stock units to Director Richard M. Jelinek constitutes a transaction between the company and a related party (a director) as part of his compensation under the company's incentive plan.

Stakeholder Impact

• Shareholders: The grant aligns the director's financial interests with shareholder value, as the value of the units depends on the stock price performance.
• Employees: While not directly impacting general employees, such grants are part of a broader compensation philosophy that can influence overall company culture and retention strategies for key personnel.

Next Steps

• The restricted stock units will vest on the earlier of June 5, 2026, or the date of Evolent Health's 2026 annual meeting, subject to Richard M. Jelinek's continued service.

Key Dates

Recommendation

Keywords

Evolent Health, EVH, Restricted Stock Units, RSU, Insider Transaction, Form 4, Director Compensation, Equity Grant, Beneficial Ownership