ASTH COO/CFO reports 1,979-share tax-surrender; 174,967 shares retained

Rhea-AI Filing Summary

Astrana Health insider sale and equity schedule

The company's COO and CFO, Basho Chandan, reported a disposition of 1,979 shares of common stock on 10/02/2025 at a price of $27.77 per share. The filing states the shares were surrendered to satisfy tax withholding on restricted stock units that vested on that date. Following the transaction, the reporting person beneficially owns 174,967 shares, which include multiple tranches of unvested restricted stock and restricted stock units scheduled to vest between 03/05/2026 and 05/16/2027, subject to continued employment.

Positive

• Transaction was a tax-surrender of vested RSUs rather than an open-market sale, indicating administrative purpose.
• Significant retained ownership: reporting person still holds 174,967 shares, aligning management with shareholders.
• Structured vesting schedule extends through 05/16/2027, supporting retention incentives.

Negative

• Reduction in immediate economic stake via surrender of 1,979 shares on 10/02/2025.
• Concentration of future dilution as multiple RSU tranches and restricted stock vest between 03/05/2026 and 05/16/2027.

Insights

Corporate Governance Analyst

TL;DR: Insider sold a small stake to cover taxes while retaining substantial equity through unvested awards.

The filing shows a 1,979-share disposition executed to satisfy withholding on vested RSUs, which is a common administrative step and does not necessarily indicate a change in insider confidence. The reporting person remains an executive (COO and CFO) with 174,967 shares beneficially owned, including multiple scheduled vesting tranches through 05/16/2027.

Risks include concentration of executive equity tied to future continued employment and potential share overhang as awards vest. Monitor upcoming vesting dates through 2027 for dilution timing and any further open-market transactions within the next 6–18 months.

Compensation & Accounting Specialist

TL;DR: The transaction is recorded as a tax-surrender of vested awards, not an open-market sale for cash.

The explanation explicitly states the shares were surrendered to offset tax withholding on RSUs that vested on 10/02/2025, which typically reduces net dilution compared with a cash purchase to cover taxes. The report also lists detailed vesting for remaining restricted stock and RSUs, indicating structured retention through staggered vesting schedules beginning 03/05/2026.

From an accounting view, these actions affect share count dynamics minimally at the transaction date but create predictable future share releases; watch the effect on basic and diluted shares outstanding around each vesting milestone in 2026 and 2027.

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

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^*

Basho Chandan

(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)
	COO and CFO

3. Date of Earliest Transaction (Month/Day/Year)
10/02/2025

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	10/02/2025		F		1,979(1)	D	$27.77	174,967(2)	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 restricted stock units that vested on October 2, 2025.

2. Includes the following shares of unvested restricted stock, which will vest as follows (in each case subject to continuous employment with the Issuer): (i) 7,214 shares, which will vest on April 14, 2026; and (ii) 30,404 shares, which will vest in two equal annual installments on May 16, 2026 and 2027. Also includes the following restricted stock units, which will vest as follows (in each case subject to continuous employment with the Issuer): (i) 19,504 restricted stock units, which will vest in five equal semi-annual installments beginning on April 2, 2026; and (ii) 23,364 restricted stock units, which will vest in seven equal semi-annual installments beginning on March 5, 2026.

	/s/ Kathy Diep, as Attorney-in-Fact	10/06/2025
	** Signature of Reporting Person	Date
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.
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FAQ

What did Astrana Health (ASTH) insider Basho Chandan do on 10/02/2025?

The reporting person surrendered 1,979 shares on 10/02/2025 at $27.77 per share to satisfy tax withholding on vested RSUs.

How many shares does the insider own after the transaction (ASTH)?

After the reported disposition, the reporting person beneficially owns 174,967 shares, including vested and unvested awards.

Are there future vesting events for the insider's awards?

Yes. Restricted stock tranches vest on 04/14/2026, and in two equal installments on 05/16/2026 and 05/16/2027. RSUs vest in scheduled semi-annual installments beginning 03/05/2026 and 04/02/2026.

Was the sale an open-market transaction?

No. The filing states the shares were surrendered to cover tax withholding, which is not an open-market sale for cash.

Does this Form 4 suggest a change in company control or resignation?

No. The filing identifies the reporting person as the COO and CFO and shows ongoing vesting subject to continued employment; it does not indicate a departure or control change.