Oscar Health, Inc. (OSCR)
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AGM 2026

Jun 4, 2026

Summary

The meeting covered board transitions, strong 2025 financial results with $11.7B revenue, and a near doubling of market share to 30%. All proposals, including director elections and auditor ratification, passed. No questions were submitted during the Q&A.

Adam McAnaney
Chief Legal Officer, Oscar Health

Good morning. I am Adam McAnaney, Chief Legal Officer of Oscar Health, Inc. I am very happy to welcome you to our 2026 Annual Meeting of Stockholders. I'd like to note that today's remarks may include forward-looking statements. Actual results may differ materially from those indicated by these statements as a result of various important factors, including those discussed in the Risk Factors section of our Form 10-K and other reports on file with the SEC. Any forward-looking statements represent our views only as of today, and we undertake no obligation to update them. Today's remarks may also refer to certain non-GAAP measures. A reconciliation of these measures to the most directly comparable GAAP measures can be found in the fourth quarter and full year 2025 earnings press release available on our investor relations website at ir.hioscar.com.

I'd now like to introduce Jeffery Boyd, the departing Chair of the Board of Oscar Health, Inc. and the Chairperson of today's meeting.

Jeffery Boyd
Departing Chair of the Board, Oscar Health

Thank you, Adam, and good morning. I'd like to introduce to you the other members of the Board of Directors and the other officers of the company on the webcast today. From the Board, in addition to myself, we have Mark Bertolini, our Chief Executive Officer, Joshua Kushner, our Co-founder and Vice Chair, Sid Sankaran, the incoming Board Chair following this meeting, Mario Schlosser, our Co-founder, Bill Gassen, Laura Lang, David Plouffe, and Vanessa Wittman. From the company, in addition to those already mentioned, we have Scott Blackley, our Chief Financial Officer, Janet Liang, our President of Oscar Insurance, Steve Kelmar, our Executive Vice President, Chief of Staff to the CEO, and Rebecca Krouse, our Chief People Officer.

I would also like to introduce Kenneth Dubbs of PricewaterhouseCoopers LLP, the company's independent auditor, who is available to respond to appropriate questions via the question and answer function on the annual meeting webpage. I'll now call the meeting to order. The time is 10:03 AM Eastern Time, and the polls are open for voting on all matters before the meeting. If you have not already voted and wish to vote, the polls will remain open until we finish presenting the proposals and close the polls. You do not need to vote during the meeting if you have already voted and do not wish to change your vote. We will proceed with the formal business of the meeting as indicated in the notice of annual meeting and the company's proxy statement.

I will now turn it over to Adam McAnaney, our Chief Legal Officer, who will conduct the formal part of the meeting. Adam?

Adam McAnaney
Chief Legal Officer, Oscar Health

Thanks, Jeff. On the virtual meeting webpage, you'll find the agenda for today's meeting. You'll also find the rules of conduct for the meeting. Please review these rules carefully. Note that only stockholders who are logged into the meeting using their 16-digit control number will be able to vote and submit questions at today's meeting. We will file the proof of mailing of notice of the meeting with the records of the meeting. All stockholders of record as of the close of business on April 10th, 2026, or holders of a valid proxy are entitled to vote at the meeting. A complete list of the holders of record of the outstanding shares of the company's common stock on April 10th, 2026, that are entitled to vote at the meeting is available on your screen if you have logged into the meeting using your 16-digit control number.

At this time, I'd like to introduce Kevin Chao, a representative of Broadridge Financial Solutions, Inc. The Board of Directors has appointed a representative of Broadridge to act as Inspector of Election at today's meeting. Kevin Chao has signed the customary oath of office to execute his duties with strict impartiality. We'll file this oath with the records of the meeting. I have been informed that a quorum is present, so we can now proceed with the formal business of the meeting. There are three proposals to be considered by the stockholders at this meeting. The company recommends that the stockholders vote for each of the director nominees named in the first proposal, for proposal two, and for proposal three.

The first item of business is the election of Mark Bertolini, William Gassen, Joshua Kushner, Laura Lang, David Plouffe, Siddhartha Sankaran, Mario Schlosser, and Vanessa Wittman to serve as directors of the company for a term of office expiring at the annual meeting of stockholders to be held in 2027 and until their respective successors shall have been duly elected and qualified. The second item of business is the approval on an advisory, non-binding basis of the compensation of our named executive officers. The third item of business is the ratification of the Audit Committee's appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for our 2026 fiscal year. This was the final proposal for today's meeting. If you wish to vote and you haven't already, please vote now by clicking on the voting button on the web portal and following the instructions.

You do not need to vote electronically if you have already sent in your signed proxy or if you have voted by telephone or internet. We will pause for approximately 30 seconds before closing the voting polls. The time is now 10:07 AM on June 4th, 2026, and the polls are now closed for voting. I have received the preliminary report of the Inspector of Election to be kept with the company's records of the annual meeting. Based on the preliminary report, Mark Bertolini, William Gassen, Joshua Kushner, Laura Lang, David Plouffe, Siddhartha Sankaran, Mario Schlosser, and Vanessa Wittman have been elected as directors. The stockholders voted for the approval of the compensation of our named executive officers, and the appointment of PricewaterhouseCoopers as our independent registered public accounting firm for the fiscal year ending December 31st, 2026, has been ratified.

The final tally of the votes will be published within four business days in a current report on Form 8-K to be filed with the SEC.

Jeffery Boyd
Departing Chair of the Board, Oscar Health

Thanks, Adam. This meeting is now adjourned. Our CEO, Mark Bertolini, will now say a few words.

Mark Bertolini
CEO, Oscar Health

Thank you, Jeff. Good morning, everyone. Thank you for joining us today. 2025 was a unique year for our industry. Shifting market dynamics and policy changes forced carriers to quickly adapt. While others stepped back, Oscar stepped up. We took decisive actions to advance our vision and position the company for meaningful profitability in 2026. In 2025, we increased total revenue to $11.7 billion, a 28% year-over-year increase. We improved our SG&A break expense ratio to 17.5% through top-line growth, disciplined expense management, and ongoing AI and technology efficiencies. Consumers choose value. That's why they are choosing Oscar. In 2025, we continued to improve our strategy and operations, positioning the company for a successful 2026 open enrollment. Entering 2026, we nearly doubled our market share across our footprint to 30%, through product innovation, disciplined pricing, and expanded distribution.

Our innovative lifestyle products tailored to conditions and life stages are attracting new consumer segments. We have the privilege to serve approximately 3 million members, demonstrating the continued trust our loyal customer base places in Oscar. Our growth is not by accident. It reflects 12 years of experience navigating the individual market and obsessing about the consumer experience. We believe in a simple promise. Consumers drive change in every market. They shop and choose what to pay for their homes, cars, and education. Yet when it comes to healthcare, a family's most expensive purchase, they are told what to buy by their employer. It is time for a market that puts consumers in control. Consumer-driven healthcare is the next shift for millions of Americans. Oscar is building this future for everyone. I want to thank the entire Oscar team for their hard work, dedication, and belief in our mission.

Thanks to our shareholders for your continued trust as we build the next health economy. Thank you.

Adam McAnaney
Chief Legal Officer, Oscar Health

We will now move to the final topic on the agenda, questions and answers. We will be answering appropriate questions submitted during the meeting that are within the rules of conduct. Please note that only stockholders who have logged into the meeting using their 16-digit control number are able to submit a question through the question and answer area of the web portal. No questions have been submitted within the rules of conduct. The Q&A is now closed. Jeff, please proceed with your closing remarks.

Jeffery Boyd
Departing Chair of the Board, Oscar Health

Thank you, Adam. In closing, I want to thank all of our stockholders and everyone on the line today for your support and interest in Oscar Health, Inc. This concludes our annual meeting.

Operator

That concludes today's meeting. Thank you all for joining, and you may now disconnect. Everyone, have a great day.