Astrana Health (ASTH) CMO surrenders 10,759 shares to cover tax withholding

Rhea-AI Filing Summary

Astrana Health, Inc.’s Chief Medical Officer, Dr. Dinesh M. Kumar, reported a tax-related share surrender. On January 23, 2026, he surrendered 10,759 shares of Astrana Health common stock at $27.16 per share to cover withholding taxes on vested restricted stock.

After this transaction, Dr. Kumar beneficially owned 202,032 shares of common stock. This amount includes time-based and performance-based restricted stock and restricted stock units, as well as shares previously acquired under the company’s employee stock purchase plan, all of which vest over future dates subject to continued employment and performance conditions.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Kumar Dinesh M.

(Last) (First) (Middle)

C/O ASTRANA HEALTH, INC.

1668 S. GARFIELD AVENUE, 2ND FLOOR

(Street)

ALHAMBRA CA 91801

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Astrana Health, Inc. [ ASTH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Medical Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/23/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/23/2026		F		10,759(1)	D	$27.16	202,032(2)(3)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents the surrender of shares to offset against tax withholding obligations associated with certain shares of restricted stock that vested on January 23, 2026.

2. Includes the following shares of restricted stock, which will vest as follows (in each case subject to continuous employment with the Issuer): (i) 28,378 shares, which will vest on January 23, 2027; and (ii) grants of 8,158 shares and 3,264 shares, each of which will vest subject to the achievement of certain performance goals. Also includes the following restricted stock units, which will vest as follows (in each case subject to continuous employment with the Issuer): (i) 67,238 restricted stock units, which will vest subject to the achievement of certain performance goals; and (ii) 23,364 restricted stock units, which will vest in seven equal semi-annual installments beginning on March 5, 2026.

3. Includes 1,405 shares acquired under the Issuer's Employee Stock Purchase Plan.

	/s/ Kathy Diep, as Attorney-in-Fact	01/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Astrana Health (ASTH) disclose for Dr. Dinesh M. Kumar?

Astrana Health disclosed that Chief Medical Officer Dr. Dinesh M. Kumar surrendered 10,759 common shares on January 23, 2026. The shares were used to satisfy tax withholding obligations tied to restricted stock that vested on the same date, rather than being an open-market sale.

Why did the Astrana Health (ASTH) Chief Medical Officer surrender 10,759 shares?

The 10,759 Astrana Health shares were surrendered to cover tax withholding on vested restricted stock. This is a common administrative transaction where shares are withheld instead of the insider paying cash taxes, and does not reflect a discretionary market sale decision.

How many Astrana Health (ASTH) shares does Dr. Dinesh M. Kumar own after this Form 4?

Following the reported transaction, Dr. Dinesh M. Kumar beneficially owns 202,032 Astrana Health common shares. This total includes vested shares, unvested restricted stock, performance-based awards, restricted stock units, and shares previously acquired under the company’s Employee Stock Purchase Plan.

What future vesting restricted stock does Astrana Health’s (ASTH) CMO hold?

Dr. Kumar’s holdings include 28,378 restricted shares vesting on January 23, 2027, plus grants of 8,158 and 3,264 shares that vest only if certain performance goals are met. Continued employment with Astrana Health is required for these vesting schedules to be maintained.

What restricted stock units does Dr. Dinesh M. Kumar hold at Astrana Health (ASTH)?

Dr. Kumar holds 67,238 restricted stock units that vest based on performance goals and 23,364 restricted stock units vesting in seven equal semi-annual installments starting March 5, 2026. These units represent potential future Astrana Health share deliveries, subject to employment and performance conditions.

Did the Astrana Health (ASTH) Form 4 report any open-market stock sales by the CMO?

The Form 4 reports a code “F” transaction, indicating share surrender for tax withholding, not an open-market sale. Shares were withheld at $27.16 per share in connection with restricted stock vesting, reflecting an administrative tax event rather than a discretionary sale.