Every 8-K that agilon health, inc. (AGL) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow AGL and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full AGL filings page.
agilon health reported sharp improvement for the quarter ended June 30, 2026. Total revenues were $1.49 billion, up 7% from $1.39 billion a year earlier. Gross profit reached $107 million versus a gross loss of $52 million. Net income was $18 million, compared with a net loss of $104 million. Medical margin improved to $197 million from negative $53 million, and Adjusted EBITDA was $70 million versus negative $83 million.
Total members on the platform fell 10% year over year to 549,000, including 437,000 Medicare Advantage members and 112,000 ACO model beneficiaries. As of June 30, 2026, cash, cash equivalents and marketable securities totaled $257 million and total debt was $32 million. For full‑year 2026, management raised guidance, now expecting total revenues of $5,775–$5,860 million, medical margin of $465–$505 million, and Adjusted EBITDA of $75–$95 million. Third‑quarter 2026 guidance calls for revenues of $1,445–$1,475 million, medical margin of $105–$115 million, and Adjusted EBITDA between negative $5 million and $5 million.
agilon health, inc. announced that Chief Technology Officer Girish Venkatachaliah will leave the company effective August 1, 2026. His departure is governed by a Severance Agreement and General Release that becomes effective eight days after he signs it.
Under this agreement, he is entitled to $766,063 in cash severance, paid in installments over twelve months after the separation date. He will also continue to vest, through April 30, 2027, in his 2025 transformation equity award and other outstanding time- and service-vesting restricted stock units scheduled to vest on or before that date, subject to any performance-based vesting conditions. Venkatachaliah is expected to enter a Consulting Agreement to provide transition consulting services from August 1, 2026 through December 31, 2026, for no consideration other than this continued equity vesting.
agilon health, inc. reported the results of its annual stockholder meeting held on June 2, 2026. Stockholders elected three Class II directors—Diana McKenzie, Karen McLoughlin, and Ronald Williams—to serve until the 2029 annual meeting.
Stockholders also ratified Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026. In addition, stockholders approved, on a non-binding advisory basis, the compensation of the company’s named executive officers.
agilon health reported a much stronger first quarter of 2026, with total revenues of $1.42 billion, down 7% year over year, but profit metrics improving sharply. Gross profit rose to $65 million from $51 million, and net income increased to $48.9 million from $12.1 million, helped by higher medical margin and discontinued operations gains.
Medical margin reached $149 million, up from $128 million, and Adjusted EBITDA climbed to $53.8 million from $20.6 million. Membership on the platform declined 11% to 536,000, reflecting prior market and payor exits. Despite lower membership, agilon raised full‑year 2026 guidance for total revenues, medical margin, and Adjusted EBITDA, indicating confidence in its value‑based care model and contracting strategy.
agilon health, inc. appointed Tim O’Rourke as Chief Executive Officer, President and a Class III director, with his employment expected to begin on May 7, 2026. He succeeds Executive Chairman Ronald A. Williams, who will remain Chairman of the Board.
O’Rourke brings more than 25 years of healthcare experience, including senior roles at Help at Home, Humana, Centene and Ascension Complete. Under his Employment Agreement, he will receive a base salary of $850,000, target annual bonus equal to 100% of salary, and a $500,000 signing bonus subject to repayment if he departs under certain circumstances within one year.
He will be granted 120,000 time-vesting RSUs over three years and 200,000 PSUs that vest in three tranches if the Company’s stock achieves 30-day weighted average prices of $50, $100 and $150 during a three-year performance period, subject to continued employment. If terminated without cause or he resigns for good reason, he may receive 18 months of salary, a target bonus amount, extended medical coverage and partial acceleration of equity, with enhanced terms following a change in control.
agilon health, inc. implemented a 1-for-25 reverse stock split of its common stock, effective at 4:36 p.m. Eastern Time on March 30, 2026. Every 25 previously issued or treasury shares were automatically reclassified into one new share, with no action required from stockholders.
No fractional shares will be issued; holders entitled to fractions will receive cash instead. Proportional adjustments were made to shares and exercise prices under equity incentive plans and outstanding equity awards. The split does not change the number of authorized common shares or the $0.01 par value. Split-adjusted trading on the NYSE under the symbol AGL begins March 31, 2026.
agilon health, inc. is implementing a 1-for-25 reverse stock split of its common stock after stockholders approved an amendment to its certificate of incorporation at a special meeting. The proposal passed with 356,574,789 votes for, 6,187,388 against and 365,864 abstentions.
The reverse split is expected to become effective on March 30, 2026, around 5:00 p.m. Eastern Time, with split-adjusted trading on the NYSE beginning March 31, 2026 under the symbol AGL. After the change, every 25 shares will be combined into one share, resulting in approximately 16,605,993 shares outstanding.
The company states the reverse split is intended to increase its share price above $1.00 to meet NYSE minimum bid requirements and potentially improve the marketability and liquidity of the stock. No fractional shares will be issued; holders entitled to fractions will receive cash instead, and equity awards and related instruments will be adjusted proportionally.
agilon health, inc. reported weaker results for 2025 but projected a sharp turnaround in 2026. Full-year 2025 revenue slipped to $5.93B from $6.06B, while net loss widened to $391M from $260M as medical margin swung to a $57M loss from $205M of earnings.
Adjusted EBITDA loss nearly doubled to $296M from $154M, and total members on the platform fell 5% to 625,000, reflecting market and payor exits. Despite this, the company guided 2026 revenue to $5.41–$5.58B, medical margin to $300–$350M, and Adjusted EBITDA to between a $15M loss and a $15M profit, implying a breakeven midpoint.
As of December 31, 2025, agilon held $285M in cash, cash equivalents and marketable securities with $35M of total debt, and expects more disciplined contracting, reduced Part D exposure, and $35M+ in operating cost reductions to underpin the 2026 outlook.
agilon health, inc. entered into a Third Amendment to its existing credit agreement, extending the stated maturity of its debt from February 18, 2026 to February 18, 2028. The amendment also revises several key covenants and liquidity requirements.
Management must now maintain at least $50 million in Total Cash at the end of each business day, and certain payments such as dividends to its holding company are conditioned on the Company achieving positive EBITDA for two consecutive trailing four-quarter periods after the amendment date. The amendment reduces revolving credit commitments from $100.0 million to $90.0 million, requires prepayment of term loans when letters of credit are reduced, and mandates cash collateralization of letters of credit at 103% of their amount. Substantially concurrently, agilon health, inc. delivered an unsecured Parent Guaranty of the management entity’s obligations under the amended credit agreement.
agilon health, inc. reported that it entered into an Amended and Restated Employment Agreement with its Chief Financial Officer and Executive Vice President, Jeffrey Schwaneke, effective January 1, 2026. The updated agreement is described as substantially the same as his prior agreement, with key changes focused on equity compensation and severance terms.
Under the new agreement, Mr. Schwaneke will receive a one-time grant of 600,000 restricted stock units (RSUs) scheduled to vest annually over three years. If he is employed when agilon grants annual equity awards for fiscal year 2026 to its executive officers, he is to receive awards with an aggregate grant-date fair value of $3,750,000, with terms consistent with other executives. He will also be eligible for annual equity awards for fiscal year 2027 in the ordinary course.
If his employment is terminated by the company without cause (and not due to death or disability) before 18 months after January 1, 2026, the agreement provides cash severance equal to 12 months of base salary and target annual bonus, plus continued vesting of equity awards granted under this agreement as if his employment had not ended, subject to a release of claims. The same continued vesting treatment applies if he voluntarily resigns more than 18 months after January 1, 2026.
agilon health (AGL) reported it received a notice from the NYSE on November 5, 2025 stating the company is no longer in compliance with Section 802.01C because its common stock’s average closing price was below $1.00 over a consecutive 30 trading‑day period ended November 4, 2025.
The company has a six‑month cure period to regain compliance if, on the last trading day of any calendar month (or the last day of the cure period), the closing price is at least $1.00 and the 30‑day average is at least $1.00. AGL plans to notify the NYSE by November 19, 2025 that it intends to remain listed and anticipates pursuing a reverse stock split, subject to stockholder approval. The company expects to seek that approval at its 2026 annual general meeting. Under NYSE rules, if stockholders approve an action like a reverse split no later than the next annual meeting, the price deficiency is deemed cured if, after implementation, the share price promptly exceeds $1.00 and remains above that level for at least 30 trading days.
The company issued a related press release on November 7, 2025.
agilon health, inc. furnished an update on its latest performance. On November 4, 2025, the company provided a press release detailing financial results for the three and nine months ended September 30, 2025, and shared an investor presentation.
The materials were furnished, not filed, under Items 2.02 and 7.01, which limits their use under certain Exchange Act provisions. The press release appears as Exhibit 99.1 and the investor presentation as Exhibit 99.2.
agilon health (AGL) filed an 8-K covering multiple governance and disclosure items. On 29 Jul 2025 Chief Executive Officer & President Steven J. Sell resigned, classified as a termination without “cause.” He will receive contractual severance; details reference the 2025 proxy. The Board size falls to seven and an “Office of the Chairman” is established, led by Executive Chairman Ron Williams and six other senior officers; CFO Jeffrey Schwaneke and Chief Markets Officer Benjamin Shaker become interim principal executive officers.
Concurrently, the Board amended and restated the company by-laws to redefine certain officer roles and incorporate technical Delaware law updates (filed as Ex. 3.1). Under Items 2.02 and 7.01 the company furnished—but did not file—press releases and an investor presentation (Exs. 99.1-99.3) containing Q2 2025 results and leadership changes; specific financial metrics are not included in this filing.
No related-party transactions were disclosed beyond existing indemnification agreements. Overall, the filing highlights a sudden CEO departure, interim leadership measures, and administrative charter updates.