Oscar Health, Inc. 8-K Summary
Business Context and Reporting Period
This Form 8-K reports on the results of the 2026 Annual Meeting of Stockholders held by Oscar Health, Inc. on June 4, 2026. The record date for the meeting was April 10, 2026.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance and voting outcomes.
Material Changes and Voting Results
As of the record date, there were 265,530,268 shares of Class A common stock (1 vote per share) and 35,591,356 shares of Class B common stock (20 votes per share) outstanding. A total of 820,307,497 votes were represented at the meeting, constituting a quorum.
- Proposal 1 (Election of Directors): All eight nominees were elected. Votes were heavily in favor, with the lowest support for William J. Gassen III at approximately 94% of votes cast (excluding broker non-votes).
- Proposal 2 (Executive Compensation): The advisory vote to approve named executive officer compensation was approved with 765,188,330 votes FOR and 8,859,050 votes AGAINST.
- Proposal 3 (Auditor Ratification): The appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for 2026 was ratified with 819,470,681 votes FOR and 710,425 votes AGAINST.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items.
Key Facts for Investor Verification
- Confirmation that all eight director nominees were successfully elected to serve until the 2027 Annual Meeting.
- Verification of the significant vote disparity for William J. Gassen III compared to other nominees, with over 24 million votes withheld.
- Confirmation of the ratification of PricewaterhouseCoopers LLP as the independent auditor for the 2026 fiscal year.
- Review of the dual-class share structure impact on voting power, where Class B shares held 20 votes per share.