Form 4: Oscar Health Director Increases Equity Holdings

Oscar Health Director William Gassen elected to receive deferred stock units in lieu of cash for board service, increasing his beneficial ownership.

Summary

• William Gassen, a Director of Oscar Health, Inc. (OSCR), acquired 1,220 Deferred Stock Units (DSUs) on January 8, 2026.
• The DSUs were received in lieu of cash retainer payments for board service, pursuant to the Issuer's Amended and Restated Deferred Compensation Plan for Directors.
• Each DSU represents a right to receive one share of Oscar Health's Class A common stock.
• The price of the DSUs was $16.9, based on the closing price of the Class A common stock on January 8, 2026.
• The DSUs are 100% vested on the grant date.
• Following this transaction, William Gassen beneficially owns 4,969 DSUs directly.
• The DSUs will be settled for cash or Class A common stock, at the Issuer's discretion, within 45 days of the first to occur of termination of service, a change in control, death, or disability.

Sentiment

Score: 6

Explanation: The sentiment is slightly positive as a director's election to receive equity over cash indicates confidence in the company's future and aligns their interests with shareholders, which is generally viewed favorably.

Positives

• A director's election to receive equity (Deferred Stock Units) instead of cash for board service demonstrates continued confidence in the company's future performance and aligns their interests with those of shareholders.

Future Outlook

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

Industry Context

This filing reflects a standard practice in corporate governance where directors may elect to receive equity-based compensation to align their long-term interests with those of the company's shareholders, a common trend across various industries, including healthcare technology.

Comparison to Industry Standards

• Many publicly traded companies, particularly in the technology and growth sectors like Oscar Health, offer equity-based compensation plans to their directors. This practice is considered standard for aligning director incentives with shareholder value creation.
• The structure of deferred stock units, vesting immediately but settling upon specific future events (e.g., termination of service), is a common mechanism to retain directors and defer tax implications until settlement.

Corporate Governance

Stakeholder Impact

• Shareholders: Increased alignment of a director's financial interests with long-term shareholder value due to equity ownership.
• Management: Reinforces the company's compensation strategy for its board members, potentially attracting and retaining qualified directors.

Next Steps

• Settlement of the deferred stock units for cash or Class A common stock upon the occurrence of specific future events (termination of service, change in control, death, or disability).

Key Dates

Keywords

Oscar Health, OSCR, Form 4, Insider Transaction, Director Compensation, Deferred Stock Units, Equity Compensation, Corporate Governance