Form 4: Oscar Health Director Laura Lang Granted Over 14,000 Restricted Stock Units

Oscar Health, Inc. Director Laura W. Lang was granted 14,134 Class A Common Stock Restricted Stock Units (RSUs) on June 4, 2025, increasing her beneficial ownership to 74,365 shares.

Summary

• Oscar Health, Inc. (OSCR) Director Laura W. Lang acquired 14,134 shares of Class A Common Stock in the form of Restricted Stock Units (RSUs) on June 4, 2025.
• The RSUs were granted at a price of $0.00 per share, indicating a compensation grant rather than a purchase.
• Following this transaction, Ms. Lang's direct beneficial ownership of Oscar Health Class A Common Stock increased to 74,365 shares.
• Each RSU represents a contingent right to receive one share of Oscar Health Class A common stock upon vesting.
• The RSUs are subject to vesting on the earlier of the one-year anniversary of the grant date (June 4, 2026) or the date of the next annual meeting of stockholders following the grant date, contingent on continued service.
• Settlement of vested RSUs will occur on the earliest of six months after separation from service, death, or disability, or within five days following a change in control of the Issuer.

Sentiment

Score: 6

Explanation: The document reports a standard RSU grant to a director, which is a neutral to slightly positive event as it aligns director interests with shareholders. There are no negative financial implications or operational issues reported.

Positives

• The grant of 14,134 Restricted Stock Units to Director Laura W. Lang aligns her interests with long-term shareholder value, as the value of the RSUs is tied to the company's stock performance.
• The vesting schedule, contingent on continued service, incentivizes Ms. Lang's ongoing commitment and contribution to Oscar Health.

Future Outlook

The vesting and settlement terms of the RSUs indicate a future commitment from the director, with vesting contingent on continued service and settlement tied to future events such as separation from service or a change in control.

Industry Context

This RSU grant is a standard form of equity compensation for directors in publicly traded companies, particularly in the healthcare technology and insurance sectors, aiming to align director incentives with long-term company performance and shareholder interests.

Comparison to Industry Standards

• The grant of Restricted Stock Units (RSUs) to directors is a common practice across various industries, including healthcare and technology, as a form of non-cash compensation.
• Companies like UnitedHealth Group (UNH), Anthem (now Elevance Health ELV), and Cigna (CI) also utilize equity-based compensation plans for their executives and directors to foster long-term alignment.
• The specific vesting schedule (one-year anniversary or next annual meeting) is typical for director grants, ensuring continued engagement.
• The settlement terms tied to separation or change of control are also standard provisions in such equity agreements.

Corporate Governance

Related Party Transactions

• The grant of Restricted Stock Units to Laura W. Lang, a director of Oscar Health, Inc., constitutes a related party transaction as it involves compensation from the company to a member of its board of directors.

Stakeholder Impact

• Shareholders: The RSU grant aligns the director's financial interests with the long-term performance of the company, potentially benefiting shareholders if the stock price increases.
• Employees: No direct impact on employees mentioned in this filing.
• Management: The grant is part of the overall compensation structure for key personnel, including directors, which can help retain experienced leadership.

Next Steps

• Continued service of Laura W. Lang as a Director of Oscar Health, Inc. until the RSU vesting date.
• Vesting of the 14,134 RSUs on the earlier of June 4, 2026, or the date of the next annual meeting of stockholders following the grant date.
• Settlement of vested RSUs into Class A common stock upon specific future events, such as separation from service or a change in control.

Key Dates

Keywords

Oscar Health, OSCR, SEC Form 4, Restricted Stock Units, RSU, Director Compensation, Insider Transaction, Beneficial Ownership, Equity Grant, Corporate Governance