Form 4: Oscar Health CFO Disposes of Shares for Tax Obligations Related to RSU Vesting

Oscar Health's Chief Financial Officer, Richard Scott Blackley, disposed of 28,185 shares of Class A Common Stock on June 2, 2025, to cover tax withholding obligations related to restricted stock unit vesting.

Summary

• Richard Scott Blackley, the Chief Financial Officer of Oscar Health, Inc. (OSCR), reported a transaction on June 2, 2025.
• The transaction involved the disposition of 28,185 shares of Class A Common Stock.
• These shares were withheld by Oscar Health, Inc. to satisfy tax withholding obligations incident to the vesting of restricted stock units (RSUs).
• The price per share for the disposition was $13.8.
• Following this transaction, Mr. Blackley beneficially owns 1,404,335 shares of Class A Common Stock.
• The filing was made pursuant to a Rule 10b5-1(c) plan, indicating a pre-arranged transaction.

Sentiment

Score: 5

Explanation: Neutral, as this is a routine insider transaction for tax purposes related to RSU vesting, which is a common compensation event and not indicative of positive or negative company performance or strategic shifts.

Positives

• The transaction indicates the vesting of restricted stock units (RSUs), which is a form of equity compensation for the Chief Financial Officer, reflecting continued executive alignment with shareholder interests through equity ownership.

Negatives

• The disposition of shares, while for tax purposes, represents a reduction in the reporting person's direct shareholding, though it is a common and expected event upon RSU vesting.

Future Outlook

This Form 4 filing is a disclosure of a past insider transaction and does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.

Management Comments

• The filing was signed by Melissa Curtin, Attorney-in-fact for R. Scott Blackley, indicating the transaction was handled through a pre-authorized arrangement.

Industry Context

This is a routine insider transaction filing common across publicly traded companies, reflecting the standard practice of executives selling shares to cover tax liabilities upon the vesting of equity awards. It does not provide insights into broader industry trends or competitive dynamics.

Corporate Governance

Related Party Transactions

• Disposition of 28,185 shares of Class A Common Stock by the Chief Financial Officer to Oscar Health, Inc. to satisfy tax withholding obligations incident to the vesting of restricted stock units. This is a common transaction between an executive and the issuer related to compensation.

Stakeholder Impact

• Shareholders: The transaction is a routine disposition for tax purposes and does not indicate a discretionary sale by the CFO. The number of shares is relatively small and unlikely to have a material impact on the overall share structure or market perception.
• Employees: The vesting of RSUs and subsequent tax-related disposition is a standard component of executive compensation, aligning executive incentives with company performance.

Key Dates

Keywords

Oscar Health, OSCR, Form 4, SEC filing, insider transaction, beneficial ownership, restricted stock units, RSU, tax withholding, CFO, equity compensation