Form 4: Evolent Health Insider Trades: General Counsel Adjusts Holdings
Statement of Changes in Beneficial Ownership
Evolent Health's General Counsel, Jonathan Weinberg, reported transactions involving restricted stock units and common stock, including shares withheld for tax obligations.
Summary
- Jonathan Weinberg, General Counsel of Evolent Health, Inc., reported transactions on July 1, 2026.
- He acquired 43,055 shares of Class A Common Stock, valued at $0, as part of an award granted under the company's 2015 Omnibus Incentive Compensation Plan.
- These restricted stock units (RSUs) vest over three years: 34% on July 1, 2027, and 33% on July 1, 2028, and July 1, 2029.
- Weinberg also disposed of 2,650 shares of Class A Common Stock for $5.74 per share.
- Following these transactions, Weinberg beneficially owns 284,917 shares of Class A Common Stock.
- The disposal of 2,650 shares was to cover tax withholding obligations upon the vesting of RSUs.
Sentiment
Score: 5
Explanation: StockSavvy.ai views this as a neutral filing, as it represents routine insider equity transactions and compensation practices rather than significant strategic shifts or performance indicators.
Positives
- The acquisition of 43,055 restricted stock units indicates continued incentive alignment between management and shareholders.
- The vesting schedule for the RSUs promotes long-term retention and commitment from key personnel.
Negatives
- The disposal of 2,650 shares to cover tax withholding obligations represents a reduction in direct ownership, albeit a standard practice.
Risks
- The vesting schedule for the RSUs could be impacted by future company performance or changes in employment status.
- Fluctuations in Evolent Health's stock price could affect the ultimate value of the unvested RSUs.
Future Outlook
The filing does not contain forward-looking statements or guidance. It primarily reports on past transactions and the terms of granted equity awards.
Management Comments
- The filing includes a signature from Jonathan Weinberg, General Counsel, indicating his acknowledgment of the reported transactions.
Industry Context
StockSavvy.ai notes that Form 4 filings are standard disclosures for insider transactions in publicly traded companies. The granting and vesting of restricted stock units are common compensation practices in the healthcare technology sector, aiming to retain key executives.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Equity Incentive Plan | Grant of restricted stock units under the Amended and Restated Evolent Health, Inc. 2015 Omnibus Incentive Compensation Plan. | 07/01/2026 | Standard practice for executive compensation, designed to align management interests with shareholder value and promote retention. |
Stakeholder Impact
- Shareholders: The RSU grants align management's interests with long-term shareholder value creation. The disposal for tax withholding is a standard, non-disruptive event.
- Employees: The compensation structure reflects industry norms for retaining key executives.
- Management: Jonathan Weinberg's holdings are adjusted, with a significant portion of his compensation tied to future vesting and company performance.
Next Steps
- Vesting of restricted stock units according to the specified schedule (July 1, 2027, 2028, and 2029).
Key Dates
| Date | Description |
|---|---|
| 03/02/2026 | First portion of RSU award granted. |
| 06/04/2026 | Company shareholders approved the issuance of additional shares under the Amended and Restated 2015 Omnibus Incentive Compensation Plan at the Annual Meeting. |
| 07/01/2026 | Date of reported transactions, including RSU grant and share disposal for tax withholding. |
| 07/01/2027 | First vesting date for a portion of the RSUs (34%). |
| 07/01/2028 | Second vesting date for a portion of the RSUs (33%). |
| 07/01/2029 | Third vesting date for a portion of the RSUs (33%). |
| 07/06/2026 | Date the Form 4 was signed by the reporting person. |
Keywords
Evolent Health, EVH, Form 4, Insider Trading, Jonathan Weinberg, Restricted Stock Units, RSUs, Class A Common Stock, Beneficial Ownership, Securities Exchange Act, Omnibus Incentive Compensation Plan
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