Rubicon Fund II LP and affiliates filed a Schedule 13G on Evolent Health (EVH), reporting beneficial ownership of 5,816,123 shares of Class A Common Stock, or 5.21%, as of November 13, 2025. The holdings are reported through an investment in Puma Growth Holdings, LLC.
The filing lists shared voting and dispositive power over 5,816,123 shares and no sole power. The percentage is based on 111,600,856 shares outstanding as of October 31, 2025, as disclosed by the company. Reporting persons include Rubicon Fund II LP, Rubicon Fund II PF LP, Rubicon Founders OP GP II LP, Rubicon Founders OP GP 2, LLC, Rubicon Founders LLC, and Adam Boehler. Within the group, Rubicon Fund II LP reports 5,032,468.70 shares and Rubicon Fund II PF LP reports 783,654.30 shares.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
Evolent Health
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
30050B101
(CUSIP Number)
11/13/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
30050B101
1
Names of Reporting Persons
Rubicon Fund II LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
5,032,468.70
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,032,468.70
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,032,468.70
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
4.51 %
12
Type of Reporting Person (See Instructions)
OO
SCHEDULE 13G
CUSIP No.
30050B101
1
Names of Reporting Persons
Rubicon Fund II PF LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
783,654.30
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
783,654.30
9
Aggregate Amount Beneficially Owned by Each Reporting Person
783,654.30
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
0.7 %
12
Type of Reporting Person (See Instructions)
PN
SCHEDULE 13G
CUSIP No.
30050B101
1
Names of Reporting Persons
Rubicon OP GP II LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
5,816,123.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,816,123.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,816,123.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.21 %
12
Type of Reporting Person (See Instructions)
PN
Comment for Type of Reporting Person: (1) Consists of shares owned by Rubicon Fund II LP and Rubicon Fund II PF LP. Rubicon Founders OP GP II LP is the general partner of Rubicon Fund II LP and Rubicon Fund II PF LP.
SCHEDULE 13G
CUSIP No.
30050B101
1
Names of Reporting Persons
Rubicon OP GP II LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
5,816,123.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,816,123.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,816,123.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.21 %
12
Type of Reporting Person (See Instructions)
OO
Comment for Type of Reporting Person: (1) Consists of shares owned by Rubicon Fund II LP and Rubicon Fund II PF LP. Rubicon Founders OP GP 2, LLC is the general partner of Rubicon Founders OP GP II LP, the general partner of Rubicon Fund II LP and Rubicon Fund II PF LP.
SCHEDULE 13G
CUSIP No.
30050B101
1
Names of Reporting Persons
Rubicon Founders LLC
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
5,816,123.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,816,123.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,816,123.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.21 %
12
Type of Reporting Person (See Instructions)
IA
Comment for Type of Reporting Person: (1) Consists of shares owned by Rubicon Fund II LP and Rubicon Fund II PF LP. Rubicon Founders LLC is the sole member of Rubicon Founders OP GP 2, LLC, the general partner of Rubicon Founders OP GP II, LP, the general partner of Rubicon Fund II LP and Rubicon Fund II PF LP.
SCHEDULE 13G
CUSIP No.
30050B101
1
Names of Reporting Persons
Boehler Adam
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
5,816,123.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
5,816,123.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
5,816,123.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.21 %
12
Type of Reporting Person (See Instructions)
IN
Comment for Type of Reporting Person: (1) Consists of shares owned by Rubicon Fund II LP and Rubicon Fund II PF LP. Mr. Boehler is the managing member of Rubicon Founders LLC, the sole member of Rubicon Founders OP GP 2, LLC, the general partner of Rubicon Founders GP II LP, the general partner of Rubicon Fund II LP and Rubicon Fund II PF LP.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Evolent Health
(b)
Address of issuer's principal executive offices:
1812 NORTH MOORE ST,SUITE 1705,ARLINGTON,VA,USA,22209
Item 2.
(a)
Name of person filing:
Rubicon Fund II LP, a Delaware limited partnership, Rubicon Fund II PF LP, a Delaware limited partnership, Rubicon Founders OP GP II, LP, a Delaware limited partnership, Rubicon Founders OP GP 2 LLC, a Delaware limited liability company, Rubicon Founders LLC, a Delaware limited liability company and Adam Boehler
(b)
Address or principal business office or, if none, residence:
1215 5th Ave N, Nashville, TN 37208
(c)
Citizenship:
The Reporting Persons (other than Mr. Boehler). are organized under the laws of the state of Delaware. Mr. Boehler is a United States citizen.
(d)
Title of class of securities:
Class A Common Stock
(e)
CUSIP No.:
30050B101
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
As of the close of business on November 13, 2025, the Reporting Persons beneficially own 5,816,123 shares of the Class A Common Stock of the Issuer, through their investment in Puma Growth Holdings, LLC, which directly holds such shares of Class A Common Stock, representing 5.21% of the Issuer's total outstanding shares of Class A Common Stock, based on a total of 111,600,856 shares of Class A Common Stock outstanding as of October 31, 2025 as reported by the Issuer in the Issuer's Quarterly Report on Form 10-Q filed on November 7, 2025
(b)
Percent of class:
See Item 4(a) hereof.
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
0
(ii) Shared power to vote or to direct the vote:
5,816,123 shares of Class A Common Stock
(iii) Sole power to dispose or to direct the disposition of:
0
(iv) Shared power to dispose or to direct the disposition of:
5,816,123 shares of Class A Common Stock
Item 5.
Ownership of 5 Percent or Less of a Class.
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See Item 4(a) above. To the best knowledge of the Reporting Persons, no one other than the Reporting Persons and the limited partners, members, affiliates and shareholders, investors of the Reporting Persons has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, shares of Class A Common Stock. Such right to proceeds does not relate to more than five percent of the Class A Common Stock for any person.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
Not Applicable
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
What stake in EVH did Rubicon report on Schedule 13G?
They reported beneficial ownership of 5,816,123 shares of Class A Common Stock, representing 5.21% as of November 13, 2025.
Which entities are included in the Rubicon filing for EVH?
Reporting persons include Rubicon Fund II LP, Rubicon Fund II PF LP, Rubicon Founders OP GP II LP, Rubicon Founders OP GP 2, LLC, Rubicon Founders LLC, and Adam Boehler.
How is voting power over EVH shares allocated in the Rubicon filing?
The group reports 0 shares with sole voting/dispositive power and 5,816,123 shares with shared voting and dispositive power.
What outstanding share count did the 5.21% ownership reference for EVH?
The percentage is based on 111,600,856 EVH Class A shares outstanding as of October 31, 2025.
Through what vehicle does Rubicon hold EVH shares?
The shares are held through Puma Growth Holdings, LLC.
How many EVH shares are attributed to Rubicon Fund II LP and PF LP?
Rubicon Fund II LP: 5,032,468.70 shares; Rubicon Fund II PF LP: 783,654.30 shares.
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