Form 4: Oscar Health Director David Plouffe Elects Equity Compensation for Board Service

Oscar Health, Inc. Director David Plouffe acquired 1,368 deferred stock units on July 10, 2025, as compensation for his board service, bringing his total beneficial ownership to 3,102 units.

Summary

• Director David Plouffe of Oscar Health, Inc. (OSCR) acquired 1,368 deferred stock units (DSUs) on July 10, 2025.
• This acquisition was made in lieu of cash retainer payments for his service on the Issuer's board of directors, pursuant to the Amended and Restated Deferred Compensation Plan for Directors.
• Each deferred stock unit represents a right to receive one share of Oscar Health's Class A common stock.
• The price used to calculate the number of deferred stock units issued was $15.53, which was the closing price of Oscar Health's Class A common stock on July 10, 2025.
• Following this transaction, David Plouffe beneficially owns a total of 3,102 deferred stock units.
• The deferred stock units issued are 100% vested on the grant date.
• Settlement of the deferred stock units, either in cash or Class A common stock at the Issuer's discretion, will occur within 45 days of the first to occur of termination of service, a change in control, death, or disability.

Sentiment

Score: 7

Explanation: The filing indicates a director's election to receive equity compensation, which is generally viewed positively as it aligns the director's interests with long-term shareholder value. However, it does not contain information about the company's operational or financial performance.

Positives

• Director David Plouffe elected to receive deferred stock units (DSUs) instead of cash for his board compensation, indicating alignment of his interests with long-term shareholder value.
• The DSUs are 100% vested on the grant date, providing immediate equity interest.

Negatives

• None directly indicated by this filing.

Risks

• No specific risks related to company operations or financial health are disclosed in this compensation filing.

Future Outlook

Deferred stock units will be settled for cash or shares of Class A common stock, at Oscar Health's discretion, within 45 days of the first to occur of termination of service, a change in control, death, or disability.

Management Comments

• David Plouffe elected to receive deferred stock units in lieu of cash retainer payments for service on the Issuer's board of directors, pursuant to the Issuer's Amended and Restated Deferred Compensation Plan for Directors.

Industry Context

This Form 4 filing details a standard director compensation election, which is a common practice in publicly traded companies to align director incentives with shareholder interests. It does not provide specific insights into broader healthcare technology or insurance industry trends.

Comparison to Industry Standards

• The election by a director to receive equity-based compensation, such as deferred stock units, in lieu of cash is a common corporate governance practice across various industries, including healthcare technology, as it aligns the director's financial interests with the long-term performance of the company and its shareholders. No specific comparable companies or projects are detailed in this filing.

Corporate Governance

Related Party Transactions

• Director David Plouffe received 1,368 deferred stock units as compensation for his board service, which is a transaction between a related party (director) and the company under a pre-existing compensation plan.

Stakeholder Impact

• Shareholders: The election of equity compensation by a director aligns their interests with the long-term value creation for shareholders.

Next Steps

• Settlement of the deferred stock units (cash or Class A common stock) will occur within 45 days of the first to occur of termination of service, a change in control, death, or disability.

Key Dates

Keywords

Oscar Health, OSCR, Form 4, SEC filing, insider transaction, director compensation, deferred stock units, equity compensation, corporate governance