OSCR on NYSE

Oscar Health

Logo: Oscar Health, Public domain, via Wikimedia Commons5

U.S. health insurance company

Oscar Management Corporation, doing business as Oscar Health is an American for-profit health insurance company, founded in 2012 by Joshua Kushner, Kevin Nazemi and Mario Schlosser, and is headquartered in New York City. The company sells health insurance and additionally provides other services in the health insurance industry through telemedicine, healthcare focused technological interfaces, and transparent claims pricing systems.3 Its shares trade on NYSE under the symbol OSCR.1 Wikipedia text CC BY-SA 4.0

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Last updated Oct 21, 2026.

Overview

$28.6MRevenue, fiscal 20256
-$443.2MNet income, fiscal 20256
2012Founded1

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  • TickerOSCR on NYSE1
  • Industryinsurance industry1
  • HeadquartersWilmington, United States1
  • Websitewww.hioscar.com
  • Incorporated inDE7
  • Business address75 Varick Street, 5Th Floor, New York, Ny 100137
  • Filer categoryLarge accelerated filer7
  • Legal formCorporation4
  • LEI254900AE8KDLFDOPKZ194
  • StatusActive4
  • LEI statusIssued and current4
  • Registered addressC/O CORPORATION SERVICE COMPANY, 19808 Wilmington, United States4
  • Registered withDivision of Corporations, Department of State, 52303944

Oscar Management Corporation, doing business as Oscar Health is an American for-profit health insurance company, founded in 2012 by Joshua Kushner, Kevin Nazemi and Mario Schlosser, and is headquartered in New York City. The company sells health insurance and additionally provides other services in the health insurance industry through telemedicine, healthcare focused technological interfaces, and transparent claims pricing systems.3

Financials

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

Key numbers, fiscal 2025

-1386.2%Operating margin6
-1549.9%Net margin6
39.0%Revenue growth, 20256
-45.3%Return on equity6
0.44×Debt to equity6

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Selling, general and admin100¢$2.0B
  • Income tax0¢$5.6M

Out of $28.6M in revenue.6 The company lost money this year.

Where each dollar of operating cash went, fiscal 2025

  • Kept or used elsewhere100¢$1.1B

Out of $1.1B of cash from operations.6

Financial statements

Revenue101112136$28.6M in 2025−94% since 2019
0$200.0M$400.0M$600.0M2019: $488.2M$488.2M20192020: $0$020202021: $5.4M$5.4M20212022: $64.9M$64.9M2022+1104%2023: $21.4M$21.4M2023−67%2024: $20.6M$20.6M2024−4%2025: $28.6M$28.6M2025+39%
Operating income101112136-$396.4M in 2025+53% since 2019
-$600.0M-$400.0M-$200.0M0$200.0M2019: -$259.4M-$259.4M20192020: -$402.3M-$402.3M2020+55%2021: -$544.5M-$544.5M2021+35%2022: -$589.9M-$589.9M2022+8%2023: -$235.6M-$235.6M2023−60%2024: $57.3M$57.3M20242025: -$396.4M-$396.4M2025
Net income101112136-$443.2M in 2025+70% since 2019
-$800.0M-$600.0M-$400.0M-$200.0M0$200.0M2019: -$261.2M-$261.2M20192020: -$406.8M-$406.8M2020+56%2021: -$572.6M-$572.6M2021+41%2022: -$606.3M-$606.3M2022+6%2023: -$270.7M-$270.7M2023−55%2024: $25.4M$25.4M20242025: -$443.2M-$443.2M2025

Every line of the income statement as filed: the last 3 fiscal years, latest first.6

Period ending2025-12-312024-12-312023-12-31
Premium$11.5B$9.0B$5.7B
Investment income$202.9M$185.7M$155.4M
Other revenues$28.6M$20.6M$21.4M
Total revenue$11.7B$9.2B$5.9B
Medical$10.0B$7.3B$4.6B
Selling, general, and administrative$2.0B$1.8B$1.4B
Depreciation and amortization$28.9M$32.1M$30.7M
Total operating expenses$12.1B$9.1B$6.1B
Earnings (loss) from operations-$396.4M$57.3M-$235.6M
Interest expense$17.6M$23.7M$24.6M
Other expenses$23.3M$105.0K$7.1M
Earnings (loss) before income taxes-$437.3M$33.4M-$267.3M
Income tax expense$5.6M$7.3M$3.3M
Net income (loss)-$442.9M$26.1M-$270.6M
Less: Net income attributable to noncontrolling interests$248.0K$689.0K$134.0K
Net income (loss) attributable to Oscar Health, Inc.-$443.2M$25.4M-$270.7M
Basic (in dollars per share)-$1.69$0.11-$1.22
Diluted (in dollars per share)-$1.69$0.10-$1.22
Basic (in shares)262.4M shares240.4M shares221.7M shares
Diluted (in shares)262.4M shares265.9M shares221.7M shares

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Corporate structure

Oscar Health sits at the top of its group. 14 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Oscar Health

  • Oscar Health Wilmington, Delaware, United States
    • Mulberry Insurance Agency, Inc. Subsidiary · New York, United States
    • Oscar Buckeye State Insurance Corporation Subsidiary · Ohio, United States
    • Oscar Garden State Insurance Corporation Subsidiary · New Jersey, United States
    • Oscar Health Maintenance Organization of Florida, Inc.. Subsidiary · Florida, United States
    • Oscar Health Plan of Georgia Subsidiary · Georgia, United States
    • Oscar Health Plan of North Carolina, Inc. Subsidiary · North Carolina, United States
    • Oscar Health Plan of Pennsylvania Inc Subsidiary · Pennsylvania, United States
    • Oscar Health Plan, Inc. Subsidiary · Arizona, United States
    • Oscar Insurance Company 2 Subsidiary · Texas, United States
    • Oscar Insurance Company of Florida Subsidiary · Florida, United States
    • Oscar Insurance Corporation Subsidiary · New York, United States
    • Oscar Insurance Corporation of Ohio Subsidiary · Ohio, United States
    • Oscar Management Corporation 1 Subsidiary · Delaware, United States

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); 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 Oscar Health 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$230.0M6 Dec 31, 2025$180.9M6 Dec 31, 2024+27.1%
Accumulated depreciation$141.6M6 Dec 31, 2025$114.1M6 Dec 31, 2024+24.1%
Property and equipment, net$88.3M6 Dec 31, 2025$66.8M6 Dec 31, 2024+32.3%
Operating-lease assets (leased space)$51.5M6 Dec 31, 2025$57.2M6 Dec 31, 2024−9.8%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$2.8B6 Dec 31, 2025$1.5B6 Dec 31, 2024+81.7%
Marketable securities, current$1.2B6 Dec 31, 2025$624.5M6 Dec 31, 2024+94.8%
Marketable securities, non-current$1.5B6 Dec 31, 2025$1.8B6 Dec 31, 2024−19.0%
Debt securities available for sale$2.7B6 Dec 31, 2025$2.4B6 Dec 31, 2024+10.2%
Long-term investments$1.8B13 Dec 31, 2024$365.3M13 Dec 31, 2023+396.9%

Properties, in its own words

We lease our corporate headquarters located in New York, New York. We lease six additional office spaces in other locations throughout the U.S. We believe that our properties are adequate and suitable for our business as presently conducted.

Item 2 of the 10-K filed Feb 13, 2026.19

The story

2012–2015

According to the company, it was founded in 2012 by Mario Schlosser, Joshua Kushner, and Kevin Nazemi, who were classmates at Harvard Business School. Mother Jones reported in March 2020 that Kushner and his brother, Jared, owned the firm's parent company, Thrive Partners III, at the time of its incorporation in 2013. Oscar began selling insurance for 2013, the same year that the Affordable Care Act exchanges and individual mandate went into effect for the 2014 plan year. In its first year, Oscar secured 16,000 members. In 2015, Oscar expanded coverage to New Jersey and grew to about 40,000 members.

2016

Oscar had 145,000 members in New York, New Jersey, California, and Texas in 2016. The firm expanded its operations to Tempe, Arizona, in August that year, where it decided to locate its Concierge teams, their name for their member services model. On August 23, Oscar announced it would be exiting the New Jersey Marketplace at the end of 2016, citing uncertainties in the market that would make it challenging "to operate effectively and continue to deliver access to quality healthcare." Oscar also announced that it would halve the size of its provider network in New York amidst rising premiums in order to "gain more control over pricing and patient experience".

In November 2016, the firm opened the Oscar Center in partnership with Mount Sinai Health System. Located in Brooklyn Heights, next to the Jay Street–MetroTech station, the Oscar Center had a primary care practice only available to Oscar policyholders, with a doctor, nurse practitioner, and a behavioral health specialist. It also hosted free classes for members, such as yoga classes or classes for expectant mothers. On March 13, 2020, Oscar closed the Oscar Center "until further notice."

2017

On April 25, 2017, Oscar announced its entrance into the small group insurance market, offering health plans in New York. On June 15, 2017, Oscar announced its partnership with Cleveland Clinic to offer individual health insurance plans to consumers in five counties in Northeastern Ohio.

On June 21, 2017, Oscar announced its intention to expand to additional markets in 2018 in areas of Tennessee, Ohio, Texas, New Jersey and California. On July 12, 2017, Oscar announced that it would be selling small group insurance in the Nashville metro area to companies with up to 50 employees through a strategic partnership with Humana.

A report by the New York Times in October 2017 speculated that Oscar Health had ties to Saudi Arabia. That month, Jared and Joshua Kushner visited Saudi Arabia's Crown Prince Mohammed bin Salman within days of each other. Despite Jared severing ties with Thrive Partners when he began working for the Trump administration, these coordinated visits raised questions about his ability to be impartial on Saudi affairs. Five months after Kushner's visit to Saudi Arabia in October 2017, Oscar Health announced a $165 million round of financing.

While a spokesman for Kushner said that Oscar Health's management didn't know of direct investment by the Saudis, he declined to disclose if Saudis had invested in Thrive funds. He only confirmed that Thrive hadn't received money from any Saudi parties since the presidential election. In May 2018, Jared Kushner disclosed $8.2 million in capital gains from Thrive funds.

2020–present

In January 2020, Oscar announced a partnership with Cigna to bring health insurance plans to small businesses. The partnership, Cigna + Oscar, will "launch in select markets in 2020 and plan to expand the partnership over time."

Read the full text

As of June 2020, Oscar had sold individual health insurance plans, both directly and through health insurance marketplaces, in New York, Texas and California. Oscar sells Medicare Advantage plans in New York City and Houston, Texas. Mario Schlosser is the company's CEO, after serving as Co-CEO with Nazemi until the latter's departure in early 2015. While Kushner does not hold a formal role in Oscar's daily operations, he remains a major shareholder and Schlosser confirmed (as of 2017) that he has "significant input in multiple aspects of the company like strategy, hiring, and marketing."

Oscar Health raised $1.2 billion on March 3, 2021, after an IPO.

Oscar Health reported 1.1 million members across its platform, which equates to 1 in 13 ACA exchange-based enrollees. The company announced it would exit the Arkansas and Colorado markets for plan year 2023.

Mario Schlosser steps down as CEO on April 3, 2023, transitioning to President of Technology. Mark Bertolini takes over as CEO.

In 2025, Oscar Health was ranked 437th by revenue on the Fortune 500 list and 42nd within the healthcare sector in the same rankings.

From Wikipedia’s article on Oscar Health, shared under CC BY-SA 4.0.8

Leadership

Who has led Oscar Health, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (22)

Products and brands

Oscar Health has run marketing campaigns on the New York City Subway. Bloomberg News reported the advertising campaigns feature cartoons suggesting "an easier way of getting medical care." AdWeek described Oscar Health's print ads as featuring "whimsical, animated characters".

In 2015, AdWeek reported that Oscar was airing its first television campaign targeted at the demographics of "new parents who are too frazzled to shop for health insurance." The ad launched on network stations in New Jersey and New York areas, cable, movie theaters located in New Jersey and in advertising within the Spotify app.

In 2016, Oscar ran a subway ad campaign with an educational bent around what the problems are with the American healthcare system.

From Wikipedia’s article on Oscar Health, shared under CC BY-SA 4.0.8

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Mulberry Insurance Agency, Inc. New York9
  • Oscar Buckeye State Insurance Corporation Ohio9
  • Oscar Garden State Insurance Corporation New Jersey9
  • Oscar Health Maintenance Organization of Florida, Inc.. Florida9
  • Oscar Health Plan of Georgia Georgia9
  • Oscar Health Plan of North Carolina, Inc. North Carolina9
  • Oscar Health Plan of Pennsylvania Inc Pennsylvania9
  • Oscar Health Plan, Inc. Arizona9
  • Oscar Insurance Company 2 Texas9
  • Oscar Insurance Company of Florida Florida9
  • Oscar Insurance Corporation New York9
  • Oscar Insurance Corporation of Ohio Ohio9
  • Oscar Management Corporation 1 Delaware9

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

Former names

  • Oscar Health, Inc.Dec 7, 2020 to Oct 13, 20267
  • Mulberry Health Inc.Sep 11, 2013 to Dec 17, 20207

Timeline

  1. Sep 16, 20268-K Regulation FD disclosure47
  2. Aug 6, 20268-K Results of operations48
  3. Jun 9, 20268-K Shareholder vote49
  4. Jun 8, 20268-K Regulation FD disclosure50
  5. Jun 2, 20268-K Executive or director change51
  6. May 6, 20268-K Results of operations52
  7. Apr 21, 20268-K Regulation FD disclosure53
  8. Mar 2, 20268-K Regulation FD disclosure54
  9. Feb 10, 20268-K Entered a material agreement; Results of operations; New debt or obligation55
  10. Dec 29, 20258-K Executive or director change56
  11. Nov 6, 20258-K Results of operations; Other events57
  12. Sep 18, 20258-K Entered a material agreement; New debt or obligation; Unregistered sale of shares58
  13. Apr 5, 2023New chief executive Mark T. Bertolini becomes CEO20
  14. Mar 3, 2021New chief executive Mario Schlosser becomes CEO21
  15. 2012Founded Founded1

Calendar

Coming up

  1. Nov 5, 2026 · Before the openReports results for the quarter ending Sep/2026 A year earlier it reported ($0.53) a share, on Nov 6, 2025.59

When it reported results

  1. Aug 6, 2026Reported quarterly or annual results48
  2. May 6, 2026Reported quarterly or annual results52
  3. Feb 10, 2026Reported quarterly or annual results55
  4. Nov 6, 2025Reported quarterly or annual results57
  5. Aug 6, 2025Reported quarterly or annual results60
  6. Jul 22, 2025Reported quarterly or annual results61
  7. May 7, 2025Reported quarterly or annual results62
  8. Feb 4, 2025Reported quarterly or annual results63

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

Filings

488 filings to the SEC since October 2021: 6 annual reports, 15 quarterly reports, 58 major events, 257 insider forms, 39 large holders, 113 other. The latest 20:

  1. Oct 13, 20264 EDGAR
  2. Oct 13, 20264 EDGAR
  3. Oct 13, 20264 EDGAR
  4. Sep 22, 20264 EDGAR
  5. Sep 18, 2026144 EDGAR
  6. Sep 18, 20264 EDGAR
  7. Sep 18, 20264 EDGAR
  8. Sep 18, 2026SCHEDULE 13D/A EDGAR
  9. Sep 16, 20268-K EDGAR
  10. Sep 8, 20264 EDGAR
  11. Sep 8, 20264 EDGAR
  12. Sep 8, 20264 EDGAR
  13. Sep 8, 20264 EDGAR
  14. Sep 8, 20264 EDGAR
  15. Sep 3, 2026144 EDGAR
  16. Sep 3, 2026144 EDGAR
  17. Sep 3, 2026144 EDGAR
  18. Sep 3, 2026144 EDGAR
  19. Aug 31, 20264 EDGAR
  20. Aug 28, 2026144 EDGAR

The 488 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

162 open-market trades by officers, directors and large owners since October 2021: 13 buys and 149 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 18, 2026WITTMAN VANESSA AMESDirectorSale25,000$32.24$806.0KForm 4
Sep 3, 2026Baltrus VictoriaChief Accounting OfficerSale958$31.45$30.1KForm 4
Sep 3, 2026Schlosser MarioDirectorSale31,422$31.45$988.2KForm 4
Sep 3, 2026McAnaney AdamChief Legal OfficerSale9,092$31.45$285.9KForm 4
Sep 3, 2026Liang JanetPresident, Oscar InsuranceSale10,360$31.45$325.8KForm 4
Sep 3, 2026Blackley Richard ScottChief Financial OfficerSale28,869$31.45$907.9KForm 4
Aug 28, 2026Schlosser MarioDirectorSale150,000$30.79$4.6MForm 4
Aug 27, 2026Schlosser MarioDirectorSale600,000$30.34$18.2MForm 4
Aug 18, 2026Blackley Richard ScottChief Financial OfficerSale18,750$31.74$595.1KForm 4
Jul 1, 2026Schlosser MarioDirectorSale47,500$31.24$1.5MForm 4
Jun 30, 2026Bertolini Mark TChief Executive OfficerSale624,244$28.48$17.8MForm 4
Jun 29, 2026Bertolini Mark TChief Executive OfficerSale614,752$29.26$18.0MForm 4
Jun 26, 2026Bertolini Mark TChief Executive OfficerSale591,168$29.28$17.3MForm 4
Jun 25, 2026Bertolini Mark TChief Executive OfficerSale615,142$28.61$17.6MForm 4
Jun 23, 2026Schlosser MarioDirectorSale1,027,500$29.38$30.2MForm 4
Jun 2, 2026Baltrus VictoriaChief Accounting OfficerSale1,523$21.94$33.4KForm 4
Jun 2, 2026Liang JanetPresident, Oscar InsuranceSale12,475$21.94$273.7KForm 4
Jun 2, 2026Schlosser MarioDirectorSale34,120$21.94$748.6KForm 4
Jun 2, 2026McAnaney AdamChief Legal OfficerSale9,859$21.94$216.3KForm 4
Jun 2, 2026Blackley Richard ScottChief Financial OfficerSale31,683$21.94$695.2KForm 4

All 162 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
2025Janet LiangPresident of Oscar Insurance58$512.5K$10.4M77
2025Mario SchlosserPresident of Technology and Chief Technology Officer47$600.0K$7.3M77
2025Adam McAnaneyChief Legal Officer49$512.5K$7.1M77
2025Scott BlackleyChief Financial Officer$600.0K$4.8M77
2025Mark T. BertoliniChief Executive Officer69$619.2K$1.1M77
2024Mario SchlosserPresident of Technology and Chief Technology Officer47$600.0K$10.8M77
2024Scott BlackleyChief Financial Officer$600.0K$5.4M77
2024Mark T. BertoliniChief Executive Officer69$600.0K$915.0K77
2023Mark T. BertoliniChief Executive Officer69$450.0K$44.5M77
2023Scott BlackleyChief Financial Officer$600.0K$6.2M77
2023Mario SchlosserPresident of Technology and Chief Technology Officer47$600.0K$854.0K77

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.20,587,428$587.2M0.0%+3,277,889
D. E. Shaw & Co., Inc.12,643,617$360.6M0.2%+7,158,332
Vanguard Portfolio Management LLC11,029,424$314.6M0.0%+483,576
Vanguard Capital Management LLC10,579,437$301.7M0.0%−198,190
American Century Companies Inc9,055,242$258.3M0.1%+2,025,886
Jane Street Group, LLC6,365,039$181.5M0.1%+3,460,934
Thrive Capital Management, LLC6,343,617$180.9M4.7%No change
Geode Capital Management, LLC5,819,186$166.0M0.0%+786,931
State Street Corp5,801,351$165.5M0.0%+538,979
Fmr LLC4,998,523$142.6M0.0%+3,799,751
Citadel Advisors LLC4,229,552$120.6M0.1%+763,190
Two Sigma Investments, LP4,035,689$115.1M0.1%+1,686,164
Dimensional Fund Advisors LP3,571,731$101.9M0.0%−621,046
BIT Capital GmbH3,417,957$97.5M3.3%−2,903,464
Renaissance Technologies LLC3,284,500$93.7M0.1%New
Jacobs Levy Equity Management, Inc3,025,316$86.3M0.3%+550,893
Glynn Capital Management LLC2,575,828$73.5M20.2%−15,964
Assenagon Asset Management S.A.2,495,984$71.2M0.0%+1,268,181
Goldman Sachs Group Inc2,289,557$65.3M0.0%+817,803
Northern Trust Corp2,211,209$63.1M0.0%+333,925
Charles Schwab Investment Management Inc2,119,863$60.5M0.0%+221,118
Morgan Stanley2,114,280$60.3M0.0%−1,240,701
Nuveen, LLC1,770,745$50.5M0.0%+446,444
Bnp Paribas Financial Markets1,706,196$48.7M0.0%−287,434
Vanguard Fiduciary Trust Co1,612,764$46.0M0.0%+88,580

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

SEC filer profile

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

  • Name on EDGAROscar Health, Inc.2
  • CIK0001568651
  • Employer ID (EIN)46-131557019
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company19
  • Incorporated inDelaware19
  • Fiscal year endsDecember 312
  • Industry code (SIC)6324 Hospital & Medical Service Plans2
  • SEC reviewing officeOffice of Finance, Division of Corporation Finance2
  • Business address75 Varick Street, 5Th Floor, New York, NY 100132
  • Phone(646) 403-36772
  • Shares outstanding262,157,000 Common Class A shares; 35,591,000 Common Class B shares as of Jan 31, 202619
  • Public float$4.5B as of Jun 30, 202519
  • AuditorPricewaterhouseCoopers LLP, New York, NY PCAOB ID 238; it also attests to the company’s internal control over financial reporting19
  • On EDGAR sinceSep 11, 20132
  • Filings586 in all: 4 (281), 144 (90), 8-K (62), 3 (31), SC 13G/A (20), 10-Q (17), SC 13G (10), S-8 (9)2
    All 33 form types

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

  • Latest filingsAnnual report (10-K) Feb 13, 2026
    Quarterly report (10-Q) Aug 7, 2026
    Proxy statement (DEF 14A) Apr 22, 2026
    Latest 8-K (8-K) Sep 16, 2026

Securities registered for trading

ClassSymbolExchange
Class A Common Stock, $0.00001 par value per shareOSCRNew York Stock Exchange

From the cover page of the 10-K filed Feb 13, 2026 (Section 12(b) of the Exchange Act).19

Risk factors and legal proceedings

The risks Oscar Health names in Item 1A of its 10-K filed Feb 13, 2026: 46 risks under these headings, as written.19

  • Most Material Risks to Us
  • Our business, financial condition, and results of operations may be harmed if we fail to execute our strategy and manage our growth effectively.
  • Our success and ability to grow our business depend in part on retaining and expanding our member base. If we fail to add new members or retain current members, or manage our membership growth appropriately to meet our business objectives, our business, revenue, operating results, and financial condition could be harmed.
  • Failure to accurately estimate our incurred medical expenses or overall market morbidity, or effectively manage our medical costs or related administrative costs could negatively affect our financial position, results of operations, and cash flows.
  • The result of risk adjustment programs may impact our revenue, add operational complexity, and introduce additional uncertainties that may have a material adverse effect on our results of operations, financial condition, and cash flows.
  • Any changes to the ACA and its regulations could materially and adversely affect our business, results of operations, and financial condition.
  • We have a history of losses, and we may not achieve or maintain profitability in the future.
  • Risks Related to the Regulatory Framework that Governs Us
  • Our business activities are subject to ongoing, complex, and evolving regulatory obligations, and to continued regulatory review, which result in significant additional expense and the diversion of our management’s time and efforts. If we fail to comply with regulatory requirements, or are unable to meet performance standards applicable to our business, our operations could be disrupted or we may become subject to significant penalties.
  • Changes or developments in the regulation of health insurance markets in the United States, including passage and implementation of a law to create a single-payer or government-run health insurance program, could materially and adversely harm our business and operating results.
  • If we or any of our vendors fail to comply with laws, regulations and standards relating to the handling of information about individuals or applicable consumer protection laws, we may face significant liability, negative publicity, and/or erosion of trust, which could materially affect our business, reputation, results of operations, financial position, and cash flows; additionally, compliance with these laws, regulations, and standards involves significant expenditure and resources.
  • We are subject to extensive fraud, waste, and abuse laws that may require us to take remedial measures or give rise to lawsuits, audits, investigations and claims against us, the outcome of which may have a material adverse effect on our business, financial condition, cash flows, or results of operations.
The other 36 risks
  • Changes in laws, regulations or rules relating to taxes or tariffs could adversely affect us.
  • Risks Related to our Business
  • If we are unable to arrange for the delivery of quality care, and maintain good relations with the physicians, hospitals, and other providers within and outside our provider networks, or if we are unable to enter into cost-effective contracts with such providers, or if we lose any of our limited number of in-network providers, our profitability could be adversely affected.
  • If state regulators do not approve payments of dividends and distributions by our Health Insurance Subsidiaries to us, or do not approve other capital efficiency structures we may pursue, we may not have sufficient funds to implement our business strategy.
  • We utilize quota share reinsurance to meet regulatory capital and surplus requirements and protect against downside risk on medical claims. If regulators do not approve our reinsurance agreements for this purpose, or if we cannot negotiate renewals of our quota share arrangements on acceptable terms, or at all, or enter into new agreements with reinsurers, or otherwise obtain capital through debt or equity financings, our capital position would be negatively impacted, and we could fall out of compliance with applicable regulatory requirements.
  • Adverse market conditions may result in our investment portfolio suffering losses or reduce our ability to meet our financing needs, which could materially and adversely affect our results of operations or liquidity.
  • From time to time, we may become involved in costly and time-consuming litigation and regulatory audits and actions, which require significant attention from our management.
  • If we or our partners or other third parties with whom we collaborate fail to protect confidential information and/or sustain a data security incident, we could incur increased costs, material financial penalties, exposure to significant liability, adverse regulatory consequences, and reputational harm, which would materially adversely affect our business, results of operations, and financial condition.
  • We are subject to risks associated with our geographic concentration.
  • We are subject to risks associated with outsourcing services and functions to third parties.
  • We rely on the experience and expertise of our Chief Executive Officer, Co-Founders, senior management team, highly-specialized technology and insurance experts, key technical employees, and other highly skilled personnel.
  • If we are unable to integrate and manage our information systems effectively, our operations could be disrupted.
  • Real or perceived errors, failures, vulnerabilities, or bugs in our systems, website, or app could impair our operations, damage our reputation and brand, and harm our business and operating results.
  • We may face risks associated with our utilization of certain AI and machine learning models.
  • We are subject to risks associated with public health crises arising from large-scale medical emergencies, pandemics, natural disasters and other extreme events, which have had, and could in the future have, an adverse effect on our business, results of operations, financial condition and financial performance.
  • We may not be able to utilize our net operating loss carryforwards (“NOLs”), to offset future taxable income for U.S. federal and state income tax purposes, which could adversely affect our cash flows.
  • Our limited operating history in an evolving industry makes it difficult to evaluate our current business performance, implementation of our business model, and our future prospects.
  • If we experience material weaknesses or significant control deficiencies in the future, or otherwise fail to maintain effective internal control over financial reporting, our ability to comply with applicable laws and regulations and accurately and timely report our financial results, and our access to the capital markets, could be adversely affected.
  • Significant delays in our receipt of direct policy premiums, including as a result of regulatory restrictions on policy cancellations and non-renewals, could have a material adverse effect on our business, operations, cash flows, or earnings.
  • We make virtual healthcare services available to our members through Oscar Medical Group, in which we do not own any equity or voting interest, and our virtual care availability may be disrupted if our arrangements with providers like the Oscar Medical Group become subject to legal challenges.
  • Failure to secure, protect, or enforce our intellectual property rights could harm our business, results of operations, and financial condition.
  • We may be subject to claims by others that we are infringing on their intellectual property rights.
  • Increasing scrutiny and differing expectations with respect to sustainability and environmental, social and governance (“ESG”) matters may impose additional costs on us, impact our access to capital, or expose us to new or additional risks.
  • Our acquisition and ownership of a health insurance agency and an enhanced direct enrollment platform exposes us to risks that could adversely affect our business, financial condition, results of operations, and cash flows.
  • Risks Related to our Indebtedness
  • Restrictions imposed by our 2026 Revolving Credit Facility may materially limit our ability to operate our business and finance our future operations or capital needs.
  • Our debt obligations contain restrictions that impact our business and expose us to risks that could materially adversely affect our liquidity and financial condition.
  • We may be unable to raise the funds necessary to repurchase our outstanding Notes for cash following a fundamental change or on the optional repurchase dates, or to pay any cash amounts due upon conversion, and our other indebtedness may limit our ability to repurchase the Notes or pay cash upon their conversion.
  • Provisions in the 2026 Revolving Credit Facility or the indentures governing the Notes could delay or prevent an otherwise beneficial takeover of us.
  • Risks Related to Ownership of Our Class A Common Stock
  • The dual class structure of our common stock, while in effect, will have the effect of concentrating voting control with Thrive Capital and our Co-Founders, which will limit the ability of our other investors to influence corporate matters, including the election of directors and the approval of any change of control transaction.
  • We cannot predict the effect our dual class structure may have on the market price of our Class A common stock.
  • We are a “controlled company” within the meaning of the rules of NYSE and, as a result, we may rely on exemptions from certain corporate governance requirements and, if we chose to do so, you will not have the same protections afforded to stockholders of companies that are not exempt from such requirements.
  • Future sales and issuances of our Class A common stock or rights to purchase our Class A common stock, including pursuant to our equity incentive plans, or other equity securities or securities convertible into our Class A common stock, could result in additional dilution of the percentage ownership of our stockholders and could cause the stock price of our Class A common stock to decline.
  • We do not intend to pay dividends on our Class A common stock for the foreseeable future.
  • 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 Class A common stock, which could depress the price of our Class A common stock.
  • Anti-takeover provisions in our governing documents and under Delaware law could make an acquisition of the Company more difficult, limit attempts by our stockholders to replace or remove our current management, and depress the market price of our Class A common stock.
  • Our Amended Charter provides that the Court of Chancery of the State of Delaware is the sole and exclusive forum for substantially all disputes between us and our stockholders, and federal district courts are the sole and exclusive forum for Securities Act claims, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers, or employees.
  • General Risk Factors
  • If our operating and financial performance in any given period does not meet the guidance that we provide to the public, the market price of our Class A common stock may decline.

Legal proceedings

The information required under this Part I, Item 3 is set forth in “Note 18 - Commitments and Contingencies” to our Consolidated Financial Statements included elsewhere in this Annual Report on Form 10-K.

Given that such proceedings are subject to uncertainty, there can be no assurance that such legal proceedings, either individually or in the aggregate, will not have a material adverse effect on our business, results of operations, financial condition or cash flows.

The opening of Item 3, Legal Proceedings.19

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