Evolent Health (EVH) CFO awarded 429,041 performance share units tied to 2027–2029 stock goals

Rhea-AI Filing Summary

Ramos Mario reported acquisition or exercise transactions in this Form 4 filing.

Evolent Health, Inc. Chief Financial Officer Mario Ramos received a grant of 429,041 performance-based share units (PSUs) at a price of $0.00 per unit. The PSUs are granted under the company’s Amended and Restated 2015 Omnibus Incentive Compensation Plan and may be earned based on stock price performance between March 1, 2027 and February 28, 2029, subject to service-based conditions. Each PSU is currently shown at a target level, and the final number earned can range from 0% to 250% of this target after the performance period.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Ramos Mario

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Performance-Based Share Unit	429,041	$0.00	$0.00

Holdings After Transaction: Performance-Based Share Unit — 429,041 shares (Direct)

Footnotes (1)

1. F1. Represents performance-based share units (PSUs) granted to Mr. Ramos pursuant to the Evolent Health, Inc. Amended and Restated 2015 Omnibus Incentive Compensation Plan. The PSUs may be earned based on the achievement of certain stock price performance conditions from March 1, 2027 to February 28, 2029, subject to satisfying certain service-based conditions. Each PSU is shown at the target level, and the actual amount earned after completion of the performance period may range from 0% to 250% of the target level.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 03/04/2026 - 05:43 PM Learn about SEC filing dates

FAQ

What insider transaction did Evolent Health (EVH) report for Mario Ramos?

Evolent Health reported a grant of 429,041 performance-based share units to Chief Financial Officer Mario Ramos. These units were awarded at $0.00 per unit under the company’s 2015 Omnibus Incentive Compensation Plan and are subject to future performance and service conditions.

How many performance-based share units did EVH’s CFO receive in this grant?

Mario Ramos received 429,041 performance-based share units in this award. The grant reflects the target number of units, with the actual number ultimately earned ranging from 0% to 250% of target after the performance period concludes, based on stock price performance and service conditions.

What determines how many of the EVH performance-based share units will be earned?

The number of performance-based share units ultimately earned depends on stock price performance from March 1, 2027 to February 28, 2029 and on meeting service-based conditions. After this performance period, Mr. Ramos may earn between 0% and 250% of the 429,041 target units.

Over what time frame are the Evolent Health PSUs for Mario Ramos measured?

The performance-based share units granted to Mario Ramos are measured over a performance period running from March 1, 2027 to February 28, 2029. Stock price performance during this window, together with service-based conditions, will determine how many of the target units he ultimately earns.

Are the Evolent Health PSUs granted to Mario Ramos immediately earned or vested?

The PSUs granted to Mario Ramos are not immediately earned. They may be earned based on achieving specified stock price performance conditions between March 1, 2027 and February 28, 2029 and satisfying certain service-based conditions, with the final payout ranging from 0% to 250% of the target 429,041 units.

Under which plan were the performance-based share units granted to EVH’s CFO?

The performance-based share units were granted under the Evolent Health, Inc. Amended and Restated 2015 Omnibus Incentive Compensation Plan. This plan allows the company to award equity-based incentives, such as PSUs, that align executive compensation with long-term stock performance and continued service.

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^*

Ramos Mario

(Last) (First) (Middle)

C/O EVOLENT HEALTH, INC.

1812 N. MOORE ST., STE. 1705

(Street)

ARLINGTON VA 22209

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Evolent Health, Inc. [ EVH ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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

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
Performance-Based Share Unit	(1)	03/02/2026		A		429,041(1)		03/01/2027	02/28/2029	Class A Common Stock	429,041	$0	429,041	D

Explanation of Responses:

1. Represents performance-based share units (PSUs) granted to Mr. Ramos pursuant to the Evolent Health, Inc. Amended and Restated 2015 Omnibus Incentive Compensation Plan. The PSUs may be earned based on the achievement of certain stock price performance conditions from March 1, 2027 to February 28, 2029, subject to satisfying certain service-based conditions. Each PSU is shown at the target level, and the actual amount earned after completion of the performance period may range from 0% to 250% of the target level.

Remarks:

	/s/ Jonathan Weinberg, Attorney-in-fact	03/04/2026
	** 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.
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.