Business Context and Reporting Period
Company: American Well Corporation (AMWL)
Filing Type: Form 8-K (Current Report)
Date of Report: January 5, 2026
Event: Entry into a Material Definitive Agreement (Item 1.01)
Key Financial Metrics
This filing reports a contractual agreement and does not contain specific financial statements, revenue figures, profit margins, cash flow data, debt levels, or liquidity metrics for the reporting period.
Material Changes and Agreement Details
On January 5, 2026, American Well Corporation entered into an Amended and Restated Statement of Work (SOW) with Elevance Health, Inc. (formerly Anthem Inc.), effective January 1, 2026. Key terms include:
- Scope: Extension of the partnership where American Well operates a white-labeled digital care delivery platform for Elevance Health under the brand "LiveHealth Online."
- Term: 3 years (January 1, 2026, to January 1, 2029), with automatic renewal for successive one-year terms unless terminated.
- Compensation: Elevance Health is obligated to pay annual subscription fees and may engage American Well for professional services, development, innovation, and engagement marketing services.
- Termination Rights:
- Either party may terminate for material breach (after cure period) or bankruptcy/insolvency.
- Elevance Health may terminate for security/confidentiality breaches, change-of-control events, or at its convenience with 365 days' advance written notice.
Guidance, Outlook, and Risks
Management Commentary: The filing confirms the continuation of a strategic partnership but does not provide specific forward-looking financial guidance or management commentary on future performance beyond the contract terms.
Risks and Contingencies:
- Termination Risk: Elevance Health retains the right to terminate the agreement at its convenience with 365 days' notice, creating potential revenue uncertainty.
- Confidentiality: Portions of the attached SOW exhibit have been redacted as confidential.
Investor Verification Checklist
- Verify the specific value of the annual subscription fees and the total contract value, as these figures are redacted in the public filing.
- Review the full text of the Amended and Restated SOW (Exhibit 10.1) for detailed service level agreements and performance metrics.
- Assess the impact of the 365-day termination clause on the stability of future recurring revenue.
- Confirm if this agreement replaces any other pending or existing contracts with Elevance Health.