Form 4: Oscar Health Director William Gassen Receives Equity Grant, Boosting Stake
Insider Transaction Report
Oscar Health, Inc. Director William Gassen was granted 14,134 restricted stock units (RSUs) on June 4, 2025, increasing his total beneficial ownership to 74,365 Class A Common Stock shares.
Summary
- On June 4, 2025, William Gassen, a Director of Oscar Health, Inc. (OSCR), acquired 14,134 Class A Common Stock shares in the form of restricted stock units (RSUs).
- The RSUs were granted at a price of $0.00 per unit, representing a contingent right to receive one share of Oscar Health, Inc. Class A common stock.
- Following this transaction, William Gassen's direct beneficial ownership of Oscar Health, Inc. Class A Common Stock increased to 74,365 shares.
- 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 upon continued service.
- Vested RSUs will be settled in shares of Class A common stock on the earliest of the six-month anniversary of the director's separation from service, death, or disability, or within five days following a change in control of the Issuer.
- The filing was signed by Melissa Curtin, acting as Attorney-in-Fact for William Gassen, on June 6, 2025, under a Power of Attorney dated November 1, 2022.
Sentiment
Score: 6
Explanation: The sentiment is mildly positive. While a routine compensation event, it signifies continued alignment of a director's interests with the company's performance and retention of key personnel. There are no negative surprises or significant concerns raised by this filing.
Positives
- The grant of restricted stock units to Director William Gassen aligns his interests with those of the shareholders, as the value of his compensation is tied to the company's stock performance.
- Equity grants like RSUs are a common method to incentivize and retain key directors and management, signaling commitment to long-term company performance.
Negatives
- The issuance of new shares upon RSU vesting will result in a minor dilution of existing shareholder equity, though the amount in this specific grant is relatively small.
Risks
- The RSUs are subject to continued service through the vesting date, meaning William Gassen would forfeit the unvested units if his service terminates before the vesting conditions are met.
Future Outlook
The RSU grant implies a future commitment of service from Director William Gassen, as the vesting of these units is contingent upon his continued service to Oscar Health, Inc. through the specified vesting dates.
Industry Context
This Form 4 filing is a routine disclosure of an insider transaction, specifically an equity compensation grant to a director. It does not provide information on broader industry trends or competitive landscape, as its scope is limited to individual beneficial ownership changes.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Structure | The grant of 14,134 restricted stock units to Director William Gassen is part of the company's director compensation plan, aligning director incentives with shareholder value through equity ownership. | 2025-06-04 | Enhances alignment between director and shareholder interests, promoting long-term value creation. |
| Power of Attorney | William Gassen granted a Power of Attorney on November 1, 2022, authorizing specific individuals (R. Scott Blackley, Ranmali Bopitiya, Melissa Curtin) to prepare and file SEC forms (including Forms 3, 4, and 5) on his behalf, streamlining compliance with reporting obligations. | 2022-11-01 | Improves efficiency and ensures timely compliance with SEC reporting requirements for insider transactions. |
Related Party Transactions
- The grant of restricted stock units to William Gassen, 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 company's stock performance, potentially benefiting shareholders if the stock appreciates. However, it also represents a minor potential for future dilution upon vesting.
- Employees: No direct impact on general employees is indicated by this specific filing.
- Director (William Gassen): Receives equity compensation, which incentivizes continued service and performance.
Next Steps
- The RSUs will vest on the earlier of June 4, 2026, or the date of the next annual meeting of stockholders following the grant date, subject to continued service.
- Vested RSUs will be settled in shares of Class A common stock upon the earliest of the six-month anniversary of the director's separation from service, death, or disability, or within five days following a change in control of Oscar Health, Inc.
Key Dates
| Date | Description |
|---|---|
| 2022-11-01 | Date William Gassen executed the Power of Attorney appointing attorneys-in-fact for SEC filings. |
| 2025-06-04 | Date of transaction for the acquisition of 14,134 restricted stock units by William Gassen. |
| 2025-06-06 | Date the Form 4 was signed by the Attorney-in-Fact. |
| 2026-06-04 | One-year anniversary of the grant date, which is one of the potential vesting dates for the RSUs. |
Keywords
Oscar Health, OSCR, Form 4, SEC filing, restricted stock units, RSUs, insider transaction, beneficial ownership, director compensation, equity grant
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