Welcome to our dedicated page for Evolent Health SEC filings (Ticker: EVH), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Tracking the financial heartbeat of Evolent Health’s value-based care model means wading through pages of risk-sharing metrics, medical loss ratios, and acquisition details. Whether you’re hunting for Evolent Health insider trading Form 4 transactions before a material announcement or trying to decode management’s discussion in the annual report, raw SEC feeds can feel impenetrable.
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Sunoco LP (NYSE: SUN) has amended its primary revolving credit facility and advanced key financing steps for its proposed acquisition of Parkland Corporation.
Credit agreement amendment (Item 1.01): On 17 June 2025 the partnership executed Amendment No. 2 to its Third Amended and Restated Credit Agreement. Core changes include:
- Maturity extension: revolver term pushed out 13 months, from 3 May 2029 to 17 June 2030.
- Commitment increase: total revolving commitments climb from $1.50 billion to $2.4555 billion upon closing of the Parkland acquisition.
- Accordion capacity: uncommitted accordion enlarged by ~$500 million, providing additional flexibility for either incremental revolver or term loans.
- Swingline expansion: sub-limit rises five-fold, to $500 million, split evenly between U.S. dollar SOFR and Canadian-dollar CORRA borrowings.
- Multi-currency feature: revolver can now issue CAD-denominated loans priced off Term CORRA + Applicable Rate.
These changes significantly bolster liquidity and tailor the facility to the cross-border nature of the pending Parkland transaction.
Creation of direct financial obligation (Item 2.03): All terms above are deemed new obligations under the Exchange Act and are incorporated by reference.
Other events (Item 8.01): Parkland successfully obtained noteholder consents to amend six outstanding senior-note indentures. The supplemental indentures (i) remove the need for a Change-of-Control offer triggered by Sunoco’s takeover and (ii) designate Sunoco and its affiliates as “Qualified Owners.” Consequently, $3.4 billion of bridge financing commitments were terminated, reducing standby fees and simplifying deal funding. Sunoco will reimburse Parkland for consent fees and related expenses as required under the Arrangement Agreement.
Strategic context: The enlarged revolver, added CAD borrowing option and eliminated Change-of-Control provisions collectively streamline funding for the Parkland acquisition, improve negotiating leverage with syndicate banks, and extend Sunoco’s liquidity runway to mid-2030.
Form 4 overview: On July 1, 2025, Evolent Health (EVH) granted General Counsel Jonathan Weinberg 23,394 Class A restricted stock units (RSUs) at no cost under the Amended & Restated 2015 Omnibus Incentive Compensation Plan. Following the award, Weinberg directly owns 254,179 EVH shares.
Vesting terms: The RSUs vest 34 % on July 1, 2026 and 33 % on each of July 1, 2027 and July 1, 2028, incentivising long-term retention. The grant represents the second tranche of Weinberg’s 2025 annual equity award and became issuable after shareholders approved an increase in plan share reserves on June 5, 2025.
Transaction nature: Because this is an equity award rather than an open-market purchase, no cash changed hands and the transaction does not provide a price signal. The filing reports no derivative securities transactions.
Investor takeaways: While the award marginally increases share count, it aligns senior legal leadership with shareholder interests through multi-year vesting. The grant size is modest relative to EVH’s outstanding shares and is unlikely to be materially dilutive.
Evolent Health, Inc. (EVH) filed a Form 4 reporting an equity-based compensation grant to President Daniel J. McCarthy. On 07/01/2025 Mr. McCarthy received 44,767 Class A common shares in the form of restricted stock units (RSUs) under the Amended and Restated 2015 Omnibus Incentive Compensation Plan at an effective purchase price of $0.00. Following the award, his aggregate beneficial ownership increased to 433,771 shares.
The award vests on a staggered schedule: 34 % on 07/01/2026, and 33 % on each of 07/01/2027 and 07/01/2028. These RSUs represent the second portion of the annual grant cycle; issuance was contingent on shareholder approval of additional plan shares, which occurred at the 06/05/2025 annual meeting.
No derivative securities were reported, and the filing indicates direct ownership. The transaction neither involved open-market purchases nor sales; therefore, it does not immediately alter the public float but does expand future fully-diluted share count once the RSUs settle.
Key takeaways from Evolent Health (EVH) Form 4
Chief Financial Officer John Paul Johnson was granted 25,461 Class A restricted stock units (RSUs) on 1 July 2025 under the company’s Amended and Restated 2015 Omnibus Incentive Compensation Plan. The award was made at no cost (Transaction Code “A”) and increases his directly held stake to 309,245 shares.
The RSUs vest on a back-loaded schedule: 34 % on 1 July 2026 and 33 % on each of 1 July 2027 and 1 July 2028. This tranche represents the second portion of the 2025 annual equity cycle; issuance was contingent on shareholder approval of additional plan shares received at the 5 June 2025 annual meeting.
No open-market purchases, derivative transactions or sales were disclosed, and no earnings or cash proceeds are involved. The filing is therefore routine incentive compensation that strengthens executive equity alignment but has minimal direct financial impact on near-term valuation.
Evolent Health, Inc. (NYSE: EVH) filed an 8-K on 19 June 2025 announcing several capital-structure actions and an outlook update.
Amendment No. 5 to Credit Agreement. The amendment broadens the definition of “Liquidity” to include commitments under a new Incremental Facility, stipulates that failure to consummate a contemplated preferred-share exchange will be an event of default, carves out certain transactions from mandatory prepayments, and relaxes restrictions so the company can make restricted payments on its 1.50% Convertible Senior Notes due 15 Oct 2025.
Commitment Letter – Incremental Facility. On the same date, EVH and Ares Management Credit funds signed a commitment for up to non-dilutive first- and second-lien term loans that can be drawn to retire the $2025 convertibles and fund working capital. Key terms include:
- Drawn at EVH’s option, sized so post-payoff cash & equivalents ≤ $125 million.
- Interest: Adjusted Term SOFR + 600 bp until the fourth full quarter compliance certificate, with step-downs thereafter based on senior-secured leverage.
- Exchange of existing Series A Preferred into a second-lien term loan with no equity conversion feature if the facility is drawn (or at Ares’ request).
- Exit fee payable on amounts retired.
Guidance Reaffirmed. Favorable oncology cost trends through May allow EVH to reaffirm 2025 Adjusted EBITDA guidance of $135 – $165 million and Q2 2025 guidance of $33 – $40 million. Management again notes it cannot reasonably reconcile Adjusted EBITDA to GAAP net income due to numerous potential non-core adjustments.
Implications. The committed Incremental Facility removes near-term refinancing risk for the October 2025 convertibles and avoids potential equity dilution. Reaffirmed profitability guidance, driven by lower medical cost trend, supports the growth narrative. Offsetting factors include a high cost of debt (SOFR + 600 bp) and tighter covenants, including a default trigger tied to the preferred-share exchange.
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