SEC Form 4 · accession 0001844320-26-000011
Oscar Health, Inc. · OSCR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mario Schlosser
Director
Period of report
Jun 23, 2026
Accepted (ET)
Jun 25, 2026 · 4:17 pm EDT
Rule 10b5-1 plan
yes — trade under a plan
Issuer CIK
0001568651
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF2,F3 | Jun 23, 2026 | C | 880,000 | — | A | 1,360,866 | D | |
| Class A Common StockF4,F3 | Jun 23, 2026 | S | 286,988 | $28.95 | D | 1,073,878 | D | |
| Class A Common StockF5,F3 | Jun 23, 2026 | S | 591,213 | $29.58 | D | 482,665 | D | |
| Class A Common StockF3 | Jun 23, 2026 | S | 1,799 | $30.09 | D | 480,866 | D | |
| Class A Common StockF2,F6 | Jun 23, 2026 | C | 50,000 | — | A | 50,000 | I | By Noah Pizzo-Schlosser Dynasty Trust |
| Class A Common StockF4,F6 | Jun 23, 2026 | S | 16,307 | $28.95 | D | 33,693 | I | By Noah Pizzo-Schlosser Dynasty Trust |
| Class A Common StockF5,F6 | Jun 23, 2026 | S | 33,591 | $29.58 | D | 102 | I | By Noah Pizzo-Schlosser Dynasty Trust |
| Class A Common StockF6 | Jun 23, 2026 | S | 102 | $30.09 | D | 0 | I | By Noah Pizzo-Schlosser Dynasty Trust |
| Class A Common StockF2,F6 | Jun 23, 2026 | C | 50,000 | — | A | 50,000 | I | By Siena Pizzo-Schlosser Dynasty Trust |
| Class A Common StockF4,F6 | Jun 23, 2026 | S | 16,306 | $28.95 | D | 33,694 | I | By Siena Pizzo-Schlosser Dynasty Trust |
| Class A Common StockF5,F6 | Jun 23, 2026 | S | 33,592 | $29.58 | D | 102 | I | By Siena Pizzo-Schlosser Dynasty Trust |
| Class A Common StockF6 | Jun 23, 2026 | S | 102 | $30.09 | D | 0 | I | By Siena Pizzo-Schlosser Dynasty Trust |
| Class A Common StockF2,F6 | Jun 23, 2026 | C | 47,500 | — | A | 47,500 | I | By Pizzo-Schlosser Family Dynasty Trust |
| Class A Common StockF4,F6 | Jun 23, 2026 | S | 15,491 | $28.95 | D | 32,009 | I | By Pizzo-Schlosser Family Dynasty Trust |
| Class A Common StockF5,F6 | Jun 23, 2026 | S | 31,912 | $29.58 | D | 97 | I | By Pizzo-Schlosser Family Dynasty Trust |
| Class A Common StockF6 | Jun 23, 2026 | S | 97 | $30.09 | D | 0 | I | By Pizzo-Schlosser Family Dynasty Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F7 | $9.75 | Jun 23, 2026 | M | 660,000 | D | — | Dec 16, 2029 | Class B Common Stock | 660,000 | 3,740,000 | D |
| Class B Common StockF2 | — | Jun 23, 2026 | M | 660,000 | A | — | — | Class A Common Stock | 660,000 | 2,092,293 | D |
| Class B Common StockF2 | — | Jun 23, 2026 | C | 880,000 | D | — | — | Class A Common Stock | 880,000 | 1,212,293 | D |
| Class B Common StockF2,F6 | — | Jun 23, 2026 | C | 50,000 | D | — | — | Class A Common Stock | 50,000 | 283,333 | I |
| Class B Common StockF2,F6 | — | Jun 23, 2026 | C | 50,000 | D | — | — | Class A Common Stock | 50,000 | 283,333 | I |
| Class B Common StockF2,F6 | — | Jun 23, 2026 | C | 47,500 | D | — | — | Class A Common Stock | 47,500 | 585,833 | I |
Explanation of responses
- F1The transaction was effected pursuant to a Rule 10b5-1 trading plan adopted on March 24, 2026.
- F2The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis, subject to certain exceptions, and will mandatorily convert into Class A common stock on the date that is seven years from the date of the prospectus used in connection with the Issuer's initial public offering and upon the occurrence of certain events as set forth in the Issuer's certificate of incorporation.
- F3Includes shares to be issued in connection with the vesting of one or more restricted stock units.
- F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.08 to $29.07, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price at which the transactions were effected.
- F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.08 to $30.04, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price at which the transactions were effected.
- F6Mr. Schlosser disclaims beneficial ownership over the shares held of record by the trust except to the extent of his pecuniary interest therein, if any.
- F7The stock option is fully vested and exercisable, and expires on December 16, 2029.