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Astrana Health (ASTH) CMO logs performance share vesting and tax-share surrender

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Astrana Health Chief Medical Officer Dinesh M. Kumar reported routine equity compensation activity. On April 1, 2026, he received 35,300 shares of common stock at no cost upon vesting of performance-based restricted stock units after performance exceeded target levels. On the same date, 57,980 shares were surrendered at $24.51 per share to cover tax withholding obligations tied to vesting restricted stock and restricted stock units, rather than being sold on the open market. After these transactions, he directly held 177,655 shares, including time-based restricted stock and restricted stock units scheduled to vest through January 2027 and in six semi-annual installments beginning September 5, 2026, as well as shares acquired under the employee stock purchase plan.

Positive

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Negative

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Insights

Routine vesting and tax withholding with no open-market trades.

The Chief Medical Officer received 35,300 shares of Astrana Health common stock as performance-based awards, reflecting company results above target for the performance period. This is equity compensation, not a cash purchase, and aligns incentives with long-term shareholder value.

The 57,980-share disposition at $24.51 per share was a tax-withholding mechanism, not an open-market sale, to satisfy obligations on April 1, 2026 vesting. Following these actions, he held 177,655 shares, suggesting the filing mainly updates his equity position rather than signaling a directional bet on the stock.

Insider Kumar Dinesh M.
Role Chief Medical Officer
Type Security Shares Price Value
Grant/Award Common Stock 35,300 $0.00 --
Tax Withholding Common Stock 57,980 $24.51 $1.42M
Holdings After Transaction: Common Stock — 235,635 shares (Direct)
Footnotes (1)
  1. Shares delivered to the reporting person pursuant to the vesting of performance-based restricted stock units that vested upon achievement of performance goals for the applicable performance period. The reporting person reported an acquisition of 67,238 performance-based restricted stock units on a Form 4 filed November 12, 2024, which represented the number of shares that would be delivered if target performance was achieved during the performance period. Actual performance exceeded the target performance for the performance period, which resulted in an additional grant of 35,300 shares. Represents the surrender of shares to offset against tax withholding obligations associated with certain restricted stock and restricted stock units that vested on April 1, 2026. Includes 28,378 shares of restricted stock, which will vest on January 23, 2027 (subject to continuous employment with the Issuer). Also includes 20,027 restricted stock units, which will vest in six equal semi-annual installments beginning on September 5, 2026 (subject to continuous employment with the Issuer). Includes 1,405 shares acquired under the Issuer's Employee Stock Purchase Plan.
Performance-based shares granted 35,300 shares Common stock delivered upon exceeding target performance for the period
Shares surrendered for taxes 57,980 shares Tax withholding on restricted stock and RSUs vesting April 1, 2026 at $24.51
Tax withholding price $24.51 per share Value used for 57,980-share tax withholding disposition
Shares held after transactions 177,655 shares Total direct common stock holdings following April 1, 2026 updates
Restricted stock vesting date 28,378 shares Restricted stock vesting on January 23, 2027, subject to employment
RSUs vesting schedule 20,027 units RSUs vesting in six semi-annual installments starting September 5, 2026
ESPP acquired shares 1,405 shares Shares acquired under Employee Stock Purchase Plan included in holdings
performance-based restricted stock units financial
"vesting of performance-based restricted stock units that vested upon achievement of performance goals"
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
tax withholding obligations financial
"surrender of shares to offset against tax withholding obligations associated with certain restricted stock"
restricted stock units financial
"restricted stock units that vested on April 1, 2026"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Employee Stock Purchase Plan financial
"Includes 1,405 shares acquired under the Issuer's Employee Stock Purchase Plan."
An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.
continuous employment financial
"will vest on January 23, 2027 (subject to continuous employment with the Issuer)"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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 CALIFORNIA 91801
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Astrana Health, Inc. [ ASTH ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Medical Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock04/01/2026A35,300(1)A$0235,635D
Common Stock04/01/2026F57,980(2)D$24.51177,655(3)(4)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Shares delivered to the reporting person pursuant to the vesting of performance-based restricted stock units that vested upon achievement of performance goals for the applicable performance period. The reporting person reported an acquisition of 67,238 performance-based restricted stock units on a Form 4 filed November 12, 2024, which represented the number of shares that would be delivered if target performance was achieved during the performance period. Actual performance exceeded the target performance for the performance period, which resulted in an additional grant of 35,300 shares.
2. Represents the surrender of shares to offset against tax withholding obligations associated with certain restricted stock and restricted stock units that vested on April 1, 2026.
3. Includes 28,378 shares of restricted stock, which will vest on January 23, 2027 (subject to continuous employment with the Issuer). Also includes 20,027 restricted stock units, which will vest in six equal semi-annual installments beginning on September 5, 2026 (subject to continuous employment with the Issuer).
4. Includes 1,405 shares acquired under the Issuer's Employee Stock Purchase Plan.
/s/ Kathy Diep, as Attorney-in-Fact04/03/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Astrana Health (ASTH) disclose about Dinesh Kumar’s recent share award?

Astrana Health’s Chief Medical Officer, Dinesh Kumar, received 35,300 common shares at no cost from performance-based restricted stock units. The award vested after company performance exceeded target levels for the applicable period, increasing his equity-based compensation and aligning his interests with shareholders.

Were any Astrana Health (ASTH) shares sold by Dinesh Kumar in this Form 4 filing?

The filing shows 57,980 shares were surrendered at $24.51 per share to cover tax withholding obligations. This disposition was not an open-market sale but a standard mechanism tied to vesting restricted stock and restricted stock units on April 1, 2026.

How many Astrana Health (ASTH) shares does Dinesh Kumar hold after these transactions?

After the April 1, 2026 transactions, Dinesh Kumar directly held 177,655 Astrana Health common shares. This total includes restricted stock, restricted stock units scheduled to vest over time, and shares previously acquired under the company’s Employee Stock Purchase Plan.

What performance outcome triggered the extra 35,300 Astrana Health (ASTH) shares for Dinesh Kumar?

The additional 35,300 shares were granted because actual performance exceeded target levels for the performance period on earlier-awarded performance-based restricted stock units. Target-level units had been reported previously, and outperformance increased the final share delivery.

How will Dinesh Kumar’s remaining Astrana Health (ASTH) restricted shares vest over time?

His holdings include 28,378 restricted shares vesting on January 23, 2027, subject to continuous employment. They also include 20,027 restricted stock units vesting in six equal semi-annual installments starting September 5, 2026, providing staged equity compensation over several future dates.

What is the role of the Employee Stock Purchase Plan in Dinesh Kumar’s ASTH holdings?

His reported total includes 1,405 shares acquired under Astrana Health’s Employee Stock Purchase Plan. This plan allows employees to accumulate company stock over time, supplementing equity awards like restricted stock and restricted stock units in his overall ownership position.