ALHC on Nasdaq

Alignment Healthcare, Inc.

Alignment Healthcare, Inc. is an American hospital and medical service plans company based in Orange.1 Its shares trade on Nasdaq under the symbol ALHC.1

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Last updated Oct 21, 2026.

Overview

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  • TickerALHC on Nasdaq1
  • IndustryHospital & Medical Service Plans1
  • HeadquartersOrange, California1
  • Incorporated inDE2
  • Business address1100 W. Town And Country Road, Suite 1600, Orange, Ca 928682
  • Filer categoryLarge accelerated filer2

Alignment Healthcare was founded in 2013 with one mission: improve healthcare, one senior at a time. We pursue this mission by focusing on our core values:4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

0.4%Operating margin5
-0.0%Net margin5
46.1%Revenue growth, 20255
-0.4%Return on equity5
1.80×Debt to equity5
$113.1MFree cash flow5

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Selling, general and admin11¢$443.4M
  • Other costs89¢$3.5B
  • Income tax0¢$20.0K

Out of $3.9B in revenue.5 The company lost money this year.

Where each dollar of operating cash went, fiscal 2025

  • Capital spending19¢$26.8M
  • Kept or used elsewhere81¢$113.1M

Out of $139.9M of cash from operations.5

Financial statements

Revenue6785$3.9B in 2025+424% since 2019
0$1.0B$2.0B$3.0B$4.0B2019: $754.0M$754.0M20192020: $955.4M$955.4M2020+27%2021: $1.2B$1.2B2021+22%2022: $1.4B$1.4B2022+23%2023: $1.8B$1.8B2023+26%2024: $2.7B$2.7B2024+50%2025: $3.9B$3.9B2025+46%
Operating income67895$14.8M in 2025
-$200.0M-$150.0M-$100.0M-$50.0M0$50.0M2019: -$29.5M-$29.5M20192020: -$5.3M-$5.3M2020−82%2021: -$178.1M-$178.1M2021+3283%2022: -$128.6M-$128.6M2022−28%2023: -$127.8M-$127.8M2023−1%2024: -$101.6M-$101.6M2024−21%2025: $14.8M$14.8M2025
Net income67895-$724.0K in 2025−98% since 2019
-$200.0M-$150.0M-$100.0M-$50.0M02019: -$44.7M-$44.7M20192020: -$22.9M-$22.9M2020−49%2021: -$195.3M-$195.3M2021+752%2022: -$149.5M-$149.5M2022−23%2023: -$148.0M-$148.0M2023−1%2024: -$128.0M-$128.0M2024−13%2025: -$724.0K-$724.0K2025−99%
Fiscal year2019202020212022202320242025
Revenue$754.0M6$955.4M7$1.2B8$1.4B8$1.8B8$2.7B5$3.9B5
Selling, general and admin$110.1M6$156.4M7$291.0M8$295.6M9$307.4M5$371.4M5$443.4M5
Operating expenses$1.3B8$1.6B9$2.0B5$2.8B5$3.9B5
Operating income-$29.5M6-$5.3M7-$178.1M8-$128.6M9-$127.8M5-$101.6M5$14.8M5
Interest$14.9M6$16.9M7$17.4M8$18.3M8$21.2M8
Income before tax-$195.3M8-$149.3M9-$148.2M5-$128.1M5-$958.0K5
Income tax$06$07$08$339.0K9-$22.0K5$21.0K5$20.0K5
Net income-$44.7M6-$22.9M7-$195.3M8-$149.5M9-$148.0M5-$128.0M5-$724.0K5
Earnings per share-$0.157-$1.148-$0.839-$0.795-$0.675$0.005
Earnings per share (diluted)-$0.157-$1.148-$0.839-$0.795-$0.675$0.005
Shares (weighted, basic)181.9M shares8181.2M shares9186.2M shares5190.8M shares5198.0M shares5
Shares (weighted, diluted)181.9M shares8181.2M shares9186.2M shares5190.8M shares5198.0M shares5

Compare Alignment Healthcare, Inc. with another company

Corporate structure

Alignment Healthcare, Inc. sits at the top of its group. 12 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Alignment Healthcare, Inc.

  • BlackRock Filed SCHEDULE 13G/A on Alignment Healthcare, Inc., latest Oct 5, 2026 (4 filings since Oct 17, 2025)
  • Invesco Filed SCHEDULE 13G on Alignment Healthcare, Inc., latest Aug 13, 2026
  • VANGUARD PORTFOLIO MANAGEMENT LLC Filed SCHEDULE 13G on Alignment Healthcare, Inc., latest Jul 31, 2026
  • GENERAL ATLANTIC, L.P. Filed SCHEDULE 13G/A on Alignment Healthcare, Inc., latest May 15, 2026 (6 filings since Feb 11, 2022)
  • Wellington Management Company Filed SCHEDULE 13G/A on Alignment Healthcare, Inc., latest May 15, 2026 (3 filings since Nov 12, 2025)
  • VANGUARD GROUP INC Filed SCHEDULE 13G/A on Alignment Healthcare, Inc., latest Mar 26, 2026 (5 filings since Nov 4, 2024)
  • FMR LLC Filed SCHEDULE 13G on Alignment Healthcare, Inc., latest Feb 5, 2026 (7 filings since Feb 9, 2022)
  • CITADEL ADVISORS LLC Filed SCHEDULE 13G/A on Alignment Healthcare, Inc., latest Nov 14, 2025 (2 filings since Jul 10, 2025)
  • Qatar Investment Authority Filed SCHEDULE 13G on Alignment Healthcare, Inc., latest Sep 24, 2025
  • T. Rowe Price Investment Management, Inc. Filed SCHEDULE 13G on Alignment Healthcare, Inc., latest Aug 14, 2025 (3 filings since Feb 14, 2024)
  • Warburg Pincus Private Equity XII, L.P. Filed SCHEDULE 13G/A on Alignment Healthcare, Inc., latest Feb 14, 2025 (4 filings since Feb 14, 2022)
  • James E. Flynn Filed SCHEDULE 13G/A on Alignment Healthcare, Inc., latest Feb 13, 2025 (2 filings since May 17, 2024)
  • Alignment Healthcare, Inc. Orange, California
    • Alignment Health Advantage Plan, Inc. Subsidiary · California, United States
    • Alignment Health Advisors, LLC Subsidiary · Delaware, United States
    • Alignment Health Insurance Company of Arizona, Inc. Subsidiary · Arizona, United States
    • Alignment Health Plan (f/k/a Honored Citizens Choice Health Plan, Inc.) Subsidiary · California, United States
    • Alignment Health Plan of Arizona, Inc. Subsidiary · Arizona, United States
    • Alignment Health Plan of Nevada, Inc. Subsidiary · Nevada, United States
    • Alignment Health Plan of North Carolina, Inc. Subsidiary · North Carolina, United States
    • Alignment Healthcare Holdco 1, LLC Subsidiary · Delaware, United States
    • Alignment Healthcare Holdco 2, LLC Subsidiary · Delaware, United States
    • Alignment Healthcare North Carolina, LLC Subsidiary · North Carolina, United States
    • Alignment Healthcare USA, LLC Subsidiary · Delaware, United States

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Alignment Healthcare, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$243.4M5 Dec 31, 2025$216.5M5 Dec 31, 2024+12.4%
Accumulated depreciation$179.1M5 Dec 31, 2025$149.4M5 Dec 31, 2024+19.9%
Property and equipment, net$64.3M5 Dec 31, 2025$67.1M5 Dec 31, 2024−4.3%
Finance-lease assets$266.0K5 Dec 31, 2025$05 Dec 31, 2024
Operating-lease assets (leased space)$6.8M5 Dec 31, 2025$7.8M5 Dec 31, 2024−13.6%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$575.8M5 Dec 31, 2025$432.9M5 Dec 31, 2024+33.0%
Marketable securities, current$28.4M5 Dec 31, 2025$37.8M5 Dec 31, 2024−24.8%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$32.1M5 Dec 31, 2025$34.8M5 Dec 31, 2024−7.9%
Intangible assets, net (excluding goodwill)$4.5M5 Dec 31, 2025$4.5M5 Dec 31, 20240%
Accumulated amortization$3.3M5 Dec 31, 2025$3.3M5 Dec 31, 20240%

Properties, in its own words

Our corporate headquarters are located in Orange, California at 1100 W. Town and Country Rd, Suite 1600, where we lease approximately 47,321 square feet of office space under a lease that terminates in May 2030. We also have offices located in New York, New York; Las Vegas, Nevada; El Paso, Texas; Sahuarita, and Tucson, Arizona; and Venice, Florida. We also have small clinics located in Milpitas, Modesto and Downey, California; and Raleigh, North Carolina. We believe that our properties are generally suitable to meet

our needs for the foreseeable future. In addition, to the extent we require additional space in the future, we believe that it would be readily available on commercially reasonable terms.

Item 2 of the 10-K filed Feb 27, 2026.4

Leadership

Who has led Alignment Healthcare, Inc., and when. Pick a name to see everywhere that person has worked.

Board members and other officers (28)

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Alignment Health Advantage Plan, Inc. California3
  • Alignment Health Advisors, LLC Delaware3
  • Alignment Health Insurance Company of Arizona, Inc. Arizona3
  • Alignment Health Plan (f/k/a Honored Citizens Choice Health Plan, Inc.) California3
  • Alignment Health Plan of Arizona, Inc. Arizona3
  • Alignment Health Plan of Nevada, Inc. Nevada3
  • Alignment Health Plan of North Carolina, Inc. North Carolina3
  • Alignment Healthcare Holdco 1, LLC Delaware3
  • Alignment Healthcare Holdco 2, LLC Delaware3
  • Alignment Healthcare North Carolina, LLC North Carolina3
  • Alignment Healthcare USA, LLC Delaware3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Oct 8, 20268-K Regulation FD disclosure45
  2. Jul 30, 20268-K Results of operations46
  3. Jun 9, 20268-K Shareholder vote47
  4. May 12, 20268-K Bylaws or fiscal year changed; Regulation FD disclosure48
  5. Apr 30, 20268-K Results of operations49
  6. Mar 4, 20268-K Entered a material agreement50
  7. Feb 26, 20268-K Results of operations51
  8. Jan 12, 20268-K Regulation FD disclosure52
  9. Oct 30, 20258-K Results of operations53
  10. Sep 9, 20258-K Regulation FD disclosure54
  11. Jul 30, 20258-K Results of operations55
  12. Jun 11, 20258-K Shareholder vote56
  13. Mar 26, 2021New chief executive John E. Kao becomes CEO12

Calendar

Coming up

  1. Oct 29, 2026 · After the closeReports results for the quarter ending Sep/2026 A year earlier it reported $0.02 a share, on Oct 30, 2025.57

When it reported results

  1. Jul 30, 2026Reported quarterly or annual results46
  2. Apr 30, 2026Reported quarterly or annual results49
  3. Feb 26, 2026Reported quarterly or annual results51
  4. Oct 30, 2025Reported quarterly or annual results53
  5. Jul 30, 2025Reported quarterly or annual results55
  6. May 1, 2025Reported quarterly or annual results58
  7. Feb 27, 2025Reported quarterly or annual results59
  8. Oct 29, 2024Reported quarterly or annual results60

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

741 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 52 major events, 413 insider forms, 39 large holders, 217 other. The latest 20:

  1. Oct 8, 20268-K EDGAR
  2. Oct 7, 20264 EDGAR
  3. Oct 5, 2026SCHEDULE 13G/A EDGAR
  4. Oct 5, 2026144 EDGAR
  5. Sep 18, 20264 EDGAR
  6. Sep 16, 20264 EDGAR
  7. Sep 16, 2026144 EDGAR
  8. Sep 11, 20264 EDGAR
  9. Sep 11, 20264 EDGAR
  10. Sep 10, 2026144 EDGAR
  11. Sep 9, 2026144 EDGAR
  12. Sep 9, 2026144 EDGAR
  13. Aug 18, 20264 EDGAR
  14. Aug 14, 2026144 EDGAR
  15. Aug 13, 2026SCHEDULE 13G EDGAR
  16. Aug 10, 20264 EDGAR
  17. Jul 31, 2026SCHEDULE 13G EDGAR
  18. Jul 30, 202610-Q EDGAR
  19. Jul 30, 20268-K EDGAR
  20. Jul 27, 2026SCHEDULE 13G/A EDGAR

The 741 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

337 open-market trades by officers, directors and large owners since October 2021: 3 buys and 334 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 17, 2026KONOWIECKI JOSEPH SEVP, Corporate AffairsSale23,511$8.61$202.4KForm 4
Sep 14, 2026KAO JOHN EChief Executive OfficerSale27,400$13.00$356.2KForm 4
Sep 11, 2026Maroney Dawn ChristinePresidentSale122,707$12.68$1.6MForm 4
Sep 11, 2026KAO JOHN EChief Executive OfficerSale385,270$12.68$4.9MForm 4
Sep 10, 2026KAO JOHN EChief Executive OfficerSale172,600$12.96$2.2MForm 4
Aug 14, 2026Maroney Dawn ChristinePresidentSale5,000$14.00$70.0KForm 4
Aug 10, 2026KAO JOHN EChief Executive OfficerSale298,000$13.88$4.1MForm 4
Jul 15, 2026Maroney Dawn ChristinePresidentSale177,068$20.83$3.7MForm 4
Jul 10, 2026KAO JOHN EChief Executive OfficerSale298,000$19.86$5.9MForm 4
Jul 1, 2026KONOWIECKI JOSEPH SEVP, Corporate AffairsSale25,000$24.00$600.0KForm 4
Jun 26, 2026KONOWIECKI JOSEPH SEVP, Corporate AffairsSale25,000$23.00$575.0KForm 4
Jun 18, 2026KONOWIECKI JOSEPH SEVP, Corporate AffairsSale25,000$22.00$550.0KForm 4
Jun 15, 2026Maroney Dawn ChristinePresidentSale30,000$19.55$586.5KForm 4
Jun 12, 2026Kim HyongChief Medical OfficerSale35,951$19.86$714.0KForm 4
Jun 11, 2026KONOWIECKI JOSEPH SEVP, Corporate AffairsSale25,000$21.00$525.0KForm 4
Jun 10, 2026KAO JOHN EChief Executive OfficerSale298,000$20.36$6.1MForm 4
Jun 2, 2026Kent Mark D.President - MSOBuy14,848$13.31$197.6KForm 4
May 15, 2026Maroney Dawn ChristinePresidentSale30,000$16.09$482.7KForm 4
May 11, 2026KAO JOHN EChief Executive OfficerSale298,000$16.89$5.0MForm 4
Apr 15, 2026Maroney Dawn ChristinePresidentSale30,000$20.87$626.1KForm 4

All 337 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025John KaoChief Executive Officer64$833.7K$11.3M73
2025Dawn MaroneyPresident58$676.9K$5.4M73
2025James M. HeadChief Financial Officer60$394.6K$3.3M73
2025Hyong (Ken) Kim, M.D.Chief Medical Officer57$560.0K$3.1M73
2025Christopher JoyceChief Legal & Administrative Officer62$525.0K$3.0M73
2025Thomas FreemanFormer Chief Financial Officer$501.9K$2.9M73
2024John KaoChief Executive Officer64$817.3K$6.4M73
2024Dawn MaroneyPresident58$573.8K$3.1M73
2024Thomas FreemanFormer Chief Financial Officer$566.9K$2.8M73
2024Hyong (Ken) Kim, M.D.Chief Medical Officer57$555.7K$2.5M73
2023John KaoChief Executive Officer64$786.5K$14.3M73
2023Dawn MaroneyPresident58$560.0K$6.5M73
2023Thomas FreemanFormer Chief Financial Officer$543.8K$6.3M73
2023Hyong (Ken) Kim, M.D.Chief Medical Officer57$20.0K$3.1M73

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
BlackRock, Inc.19,342,956$460.6M0.0%+5,267,759
Wellington Management Group Llp18,780,363$447.2M0.1%+1,681,427
Fmr LLC13,924,329$331.5M0.0%−1,967,735
Vanguard Portfolio Management LLC11,672,259$277.9M0.0%+1,962,188
Invesco Ltd.10,365,640$246.8M0.0%+3,365,541
Bank Of America Corp /de/9,346,742$222.5M0.0%+6,131,075
Vanguard Capital Management LLC8,144,247$193.9M0.0%+170,584
William Blair Investment Management, LLC7,761,403$184.8M0.6%+2,546,789
State Street Corp7,297,494$173.8M0.0%+3,003,800
Hood River Capital Management LLC6,184,526$147.3M1.1%+130,049
Geode Capital Management, LLC4,845,510$115.4M0.0%+434,170
Capital Research Global Investors4,399,329$104.7M0.0%+805,753
Goldman Sachs Group Inc4,013,339$95.6M0.0%+3,001,689
Capital World Investors3,910,131$93.1M0.0%+1,244,073
Danica Pension, Livsforsikringsaktieselskab3,687,259$87.8M1.4%+1,183,682
Bank of New York Mellon Corp3,657,160$87.1M0.0%+344,050
Allspring Global Investments Holdings, LLC3,053,525$73.3M0.1%+595,125
Next Century Growth Investors LLC2,537,598$60.4M3.2%+275,522
Ameriprise Financial Inc2,357,089$56.1M0.0%+255,633
Loomis Sayles & Co L P2,148,864$51.2M0.1%+42,796
Integral Health Asset Management, LLC2,000,000$47.6M2.0%−575,000
Northern Trust Corp1,996,335$47.5M0.0%+412,718
Broad Bay Capital Management, LP1,893,294$45.1M4.3%−1,026,171
Dimensional Fund Advisors LP1,770,815$42.2M0.0%+1,724,280
Morgan Stanley1,698,938$40.5M0.0%+172,099

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Alignment Healthcare, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARAlignment Healthcare, Inc.1
  • CIK0001832466
  • Employer ID (EIN)46-55962424
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company4
  • Incorporated inDelaware4
  • Fiscal year endsDecember 311
  • Industry code (SIC)6324 Hospital & Medical Service Plans1
  • SEC reviewing officeOffice of Finance, Division of Corporation Finance1
  • Business address1100 W. Town And Country Road, Suite 1600, Orange, CA 928681
  • Phone844-310-22471
  • Shares outstanding207,435,149 as of Jul 27, 202611
  • Public float$2.1B as of Jun 30, 20254
  • AuditorDeloitte & Touche LLP, Costa Mesa, California PCAOB ID 34; it also attests to the company’s internal control over financial reporting4
  • On EDGAR sinceDec 4, 20201
  • Filings812 in all: 4 (412), 144 (189), 8-K (53), 3 (34), SCHEDULE 13G/A (18), 10-Q (17), SCHEDULE 13G (8), 4/A (7)1
    All 32 form types

    CORRESP (7), SC 13G/A (7), DEFA14A (6), SC 13G (6), 10-K (5), DEF 14A (5), ARS (4), UPLOAD (4), 3/A (3), 424B7 (3), 424B4 (2), 8-K/A (2), DRS (2), DRS/A (2), DRSLTR (2), EFFECT (2), S-1 (2), S-1/A (2), S-3ASR (2), S-8 (2), 144/A (1), 8-A12B (1), CERT (1), PRE 14A (1)

  • Latest filingsAnnual report (10-K) Feb 27, 2026
    Quarterly report (10-Q) Jul 30, 2026
    Proxy statement (DEF 14A) Apr 24, 2026
    Latest 8-K (8-K) Oct 8, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, par value $0.001 per shareALHCNasdaq

From the cover page of the 10-K filed Feb 27, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks Alignment Healthcare, Inc. names in Item 1A of its 10-K filed Feb 27, 2026: 66 risks under these headings, as written.4

  • Risks Related to Our Business
  • We have a history of net losses, we anticipate increasing expenses in the future, and we may not be able to achieve or maintain profitability.
  • Our growth strategy may not prove viable and we may not realize expected results.
  • If we are unable to attract new members, our revenue growth will be adversely affected.
  • If we do not design and price our products properly and competitively, if we are unable to develop new products and implement clinical initiatives to provide a better healthcare experience for our members, lower costs, and appropriately document the risk profile of our members, or if our estimates of benefits expense are inadequate, our profitability may be materially adversely affected.
  • We may not be successful in maintaining or improving our Star ratings in future years, which may have a direct and substantial adverse impact on our revenue.
  • If we fail to develop and maintain satisfactory relationships with care providers to service our members, our business may be adversely affected.
  • If we fail to manage our growth effectively, we may be unable to execute our business plan, maintain high levels of service and member satisfaction or adequately address competitive challenges.
  • The healthcare industry is highly competitive. There are many other healthcare plans and healthcare service providers, many of which have a longer operating history and substantially more resources, and there are few barriers to entry in the healthcare industry. This competition may have a material adverse effect on our business operations and financial position.
  • We have entered into certain key contracts with large independent physician associations, hospitals and other provider networks to serve our membership base. The loss or renegotiation of any of these contracts could negatively impact our results.
  • Cybersecurity breaches, loss of data and other disruptions could compromise sensitive information related to our business or our members, or prevent us from accessing critical information and expose us to liability, which could adversely affect our business and our reputation.
  • Our use of machine learning and artificial intelligence, including within our AVA platform, may introduce operational, regulatory and legal risks that could adversely affect our business, financial condition and results of operations.
The other 55 risks
  • Disruptions in our disaster recovery systems or management continuity planning could limit our ability to operate our business effectively and adequately care for our members.
  • As a government contractor, we are exposed to risks that may materially adversely affect our business, including the potential loss of CMS contracts, significant changes to the Medicare Advantage and/or Part D programs, potential suspension from participating in the Medicare Advantage program, changes to the risk-adjustment model used to determine the premiums paid to Medicare Advantage plans, changes to provisions for risk sharing under Medicare Part D and risks related to governmental audits and investigations, among others.
  • The Inflation Reduction Act of 2022 contains several provisions that affect the Part D program. These changes may require us to change our prescription drug offerings, reduce our profitability, and otherwise impact our financial performance.
  • We may be subject to legal proceedings and litigation, including intellectual property and privacy disputes, which are costly and could materially harm our business and results of operations.
  • Our business may be adversely impacted if the healthcare services industry becomes more cyclical.
  • Any failure by us to manage acquisitions, joint ventures, divestitures and other significant transactions successfully may have a material adverse effect on our results of operations, financial position, and cash flows.
  • If we are not able to maintain, enhance and protect our reputation and brand recognition, including through the maintenance and protection of trademarks, our business and results of operations will be harmed.
  • Our business depends on our ability to effectively invest in, implement improvements to and properly maintain the uninterrupted operation and data integrity of our information technology platform and other business systems.
  • If we are unable to obtain, maintain, protect and enforce intellectual property protection for our technology or if the scope of our intellectual property protection is not sufficiently broad, others may be able to develop and commercialize technology substantially similar to ours, and our ability to successfully commercialize our technology may be adversely affected.
  • If we are unable to protect the confidentiality of our trade secrets, know-how and other proprietary and internally developed information, the value of our technology could be adversely affected.
  • Any restrictions on our use of, or ability to license, data, or our failure to license data and integrate third-party technologies, could have a material adverse effect on our business, financial condition and results of operations.
  • Our use of “open-source” software could adversely affect our ability to offer our products and services and subject us to possible litigation.
  • We depend on our senior management team and other key employees, and the loss of one or more of these employees or an inability to attract and retain other highly skilled employees could harm our business.
  • Our membership is concentrated in a limited number of U.S. states, and so we are subject to risks associated with our geographic concentration, including unanticipated changes in population morbidity, which could significantly increase utilization rates and medical costs.
  • Competition for physicians and nurses, shortages of qualified personnel or other factors could increase our labor costs and adversely affect our revenue, profitability and cash flows.
  • If our records, including those submitted to us by our external providers, contain inaccurate or unsupportable information regarding risk adjustment scores of members, we might overstate or understate our revenue and be subject to various penalties.
  • A failure to accurately estimate incurred but not reported medical expense could adversely affect our results of operations.
  • Negative publicity regarding the managed healthcare industry generally could adversely affect our results of operations or business.
  • Federal reductions in Medicare Advantage funding could adversely affect our financial condition and results of operations.
  • The centers out of which our external providers operate and the facilities that host our AVA platform may be negatively impacted by weather and other factors beyond our control.
  • If we are unable to offer new and innovative products and services or our products and services fail to keep pace with advances in industry standards, technology and our members’ needs, our members may terminate or fail to renew their membership with us and our revenue and results of operations may suffer.
  • We are a holding company with no operations of our own, and we depend on our subsidiaries for cash.
  • Our ability to obtain funds from certain of our licensed subsidiaries is restricted by state insurance regulations.
  • If we are required to maintain higher statutory capital levels for our existing operations or if we are subject to additional capital reserve requirements as we pursue new business opportunities, our cash flows and liquidity may be adversely affected.
  • We are subject to risks associated with delegating services and functions to vendors, including supplemental benefit providers and third-party brokers.
  • Risks Related to Regulation
  • Our business activities are subject to substantial government regulation. New laws or regulations, or legislative, judicial, or regulatory changes in existing laws or regulations or their manner of application could increase our cost of doing business and may have a material adverse effect on our results of operations; our financial position; and our cash flows.
  • The Health Care Reform Law and Other Current or Future Legislative, Judicial or Regulatory Changes
  • Health Insurance Portability and Accountability Act, the Health Information Technology for Economic and Clinical Health Act and Other Laws, Rules and Regulations Related to Data Privacy
  • Corporate Practice of Medicine and Other Laws
  • Anti-Kickback, Physician Self-Referral and Other Fraud and Abuse Laws
  • Environmental
  • State Regulation of Insurance-Related Products
  • If we are unable to effectively adapt to changes in the healthcare industry, including changes to laws and regulations regarding or affecting the U.S. healthcare reform, our business may be harmed.
  • New federal restrictions on plans that CMS believes resemble dual-eligible special needs plans and new state-level restrictions on actual dual-eligible special needs plans may restrict the types and number of plans that we can offer, thus potentially adversely impacting our membership, revenue and/or profitability.
  • If we lost the services of the licensed physicians who own our associated physician practices for any reason, the contractual arrangements with our associated physician practices could be in jeopardy.
  • The contractual arrangements we have with our associated physician practices are not as secure as direct ownership of such entities.
  • Changes in tax laws may adversely affect us, and the Internal Revenue Service or a court may disagree with tax positions taken by us, which may result in adverse effects on our financial condition or the value of our common stock.
  • Risks Related to Our Indebtedness and our Capital Requirements
  • Our existing indebtedness could adversely affect our business and growth prospects.
  • We may not be able to generate sufficient cash flow to service all of our indebtedness and may be forced to take other actions to satisfy our obligations under such indebtedness, including refinancing such indebtedness, which may not be successful.
  • We may not have the ability to raise the funds necessary to settle conversions of our convertible notes, repurchase our convertible notes upon a fundamental change, or repay our convertible notes in cash at their maturity, and our future debt may contain limitations on our ability to pay cash upon conversion or repurchase of our convertible notes.
  • The terms and conditions of our Revolving Credit Facility restrict our current and future operations, particularly our ability to respond to changes or to take certain actions.
  • Our failure to raise additional capital or generate cash flows necessary to expand our operations and invest in new technologies in the future could reduce our ability to compete successfully and harm our results of operations.
  • Risks Related to Our Common Stock
  • Our operating results and stock price may be volatile, including as a result of factors that are beyond our control.
  • Our actual operating results may not meet or exceed our guidance and investor expectations, which would likely cause our stock price to decline.
  • An active, liquid trading market for our common stock may not be sustained.
  • Future sales and issuances by us of our common stock could result in additional dilution to you and could cause the price of our common stock to drop significantly. Additionally, a significant portion of our total outstanding shares may be sold into the market in the future. This could also cause the market price of our common stock to drop significantly, even if our business is doing well.
  • Conversion of our convertible notes may dilute the percentage of ownership of our stockholders and could negatively impact the trading prices of our common stock.
  • Our outstanding convertible notes may impact the trading price of our common stock.
  • If securities or industry analysts do not publish research or reports about our business, if they adversely change their recommendations regarding our shares or if our results of operations do not meet their expectations, our stock price and trading volume could decline.
  • We may issue shares of preferred stock in the future, which could make it difficult for another company to acquire us or could otherwise adversely affect holders of our common stock, which could depress the price of our common stock.
  • We have no current plans to pay regular cash dividends on our common stock for the foreseeable future.
  • Provisions of our corporate governance documents could make an acquisition of us more difficult and may prevent attempts by our shareholders to replace or remove our current management, even if beneficial to our shareholders.
  • The provision of our certificate of incorporation requiring exclusive forum in the Court of Chancery of the State of Delaware or the federal district courts of the United States for certain types of lawsuits may have the effect of discouraging lawsuits against our directors and officers.
  • General Risk Factors
  • Economic downturn or unstable market and economic conditions, including rising rates of inflation, may have serious adverse consequences on our business, financial condition and share price.
  • Our corporate culture has contributed to our success, and if we cannot maintain this culture as we grow, we could lose the innovation, creativity and teamwork fostered by our culture and our business may be harmed.
  • The requirements of being a public company may strain our resources and distract our management, which could make it difficult to manage our business.
  • Third parties may initiate legal proceedings alleging that we are infringing, misappropriating or otherwise violating their intellectual property rights, the outcome of which would be uncertain and could have a material adverse effect on our business, financial condition and results of operations.

Legal proceedings

We are from time to time subject to, and are presently involved in, litigation and other legal proceedings. We believe that there are no pending lawsuits or claims that, individually or in the aggregate, may have a material effect on our business, financial condition or operating results. The results of any future claims or proceedings cannot be predicted with certainty, and regardless of the outcome, litigation can have an adverse impact on us because of defense and litigation costs, diversion of management resources, and other factors. For a discussion of our material legal actions, including those not in the ordinary course of business, see "Legal Proceedings" in Note 14 to the audited Consolidated Financial Statements included in Item 8. Financial Statements and Supplementary Data.

The opening of Item 3, Legal Proceedings.4

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