Form 4: Oscar Health CTO Schlosser Acquires RSUs, Sells Shares for Tax

Sentiment:

Insider Transaction Report


Oscar Health's President of Technology & CTO, Mario Schlosser, acquired restricted stock units and sold shares to cover tax obligations.

Summary

  • Mario Schlosser, President of Technology & CTO and a Director at Oscar Health, Inc. (OSCR), reported transactions on March 2, 2026.
  • Schlosser acquired 189,141 Class A Common Stock shares in the form of restricted stock units (RSUs) at a price of $0.
  • These RSUs will vest quarterly in 12 equal installments, commencing on June 1, 2026, contingent on continuous service.
  • Schlosser also disposed of 24,335 Class A Common Stock shares at a weighted average price of $13.39 per share.
  • The sale was executed under a Rule 10b5-1 instruction letter established on August 8, 2025, specifically to satisfy tax withholding obligations related to the vesting of previously granted equity awards.
  • Following these transactions, Schlosser beneficially owns 514,986 Class A Common Stock shares.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a routine insider transaction involving both an equity grant and a tax-related sale, which is common for executives managing compensation. It does not indicate a significant positive or negative shift in company fundamentals or executive confidence.

Positives

  • The grant of 189,141 restricted stock units (RSUs) to the President of Technology & CTO aligns executive incentives with long-term shareholder value, as vesting is tied to continuous service.

Future Outlook

The acquired restricted stock units will vest quarterly in 12 equal installments, beginning on June 1, 2026, subject to the reporting person's continuous service.

Industry Context

StockSavvy.ai notes that pre-planned sales under Rule 10b5-1 are common for executives managing equity compensation and tax liabilities, and typically do not signal a change in management's outlook on the company's prospects. The grant of RSUs is a standard component of executive compensation packages in the technology and healthcare sectors, designed to align executive interests with long-term company performance.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Insider Trading Policy AdherenceThe sale of shares was conducted pursuant to a Rule 10b5-1 instruction letter, which allows insiders to establish pre-arranged plans for buying or selling company stock to avoid accusations of insider trading.08/08/2025Demonstrates adherence to corporate governance best practices regarding insider trading, providing a legal defense against claims of trading on material non-public information.

Stakeholder Impact

  • Shareholders: Minimal direct impact as this is a routine executive compensation event and a pre-planned tax-related sale, not indicative of a change in company outlook.
  • Employees: The grant of RSUs to a key executive reinforces the company's compensation structure for leadership.

Next Steps

  • The restricted stock units will begin vesting quarterly in 12 equal installments starting June 1, 2026.

Key Dates

DateDescription
08/08/2025Date Rule 10b5-1 instruction letter was entered into for the sale of shares.
03/02/2026Transaction date for both the acquisition of restricted stock units and the disposition of shares.
03/04/2026Signature date of the reporting person's attorney-in-fact.
06/01/2026First vesting date for the acquired restricted stock units, with subsequent quarterly installments.

Keywords

Oscar Health, OSCR, Mario Schlosser, Form 4, insider transaction, restricted stock units, RSU, 10b5-1 plan, executive compensation

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