Oscar Health (NYSE: OSCR) director sells shares after large option exercise
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Oscar Health director Mario Schlosser reported a mix of option exercises, conversions, and open-market sales of Class A common stock. Family dynasty trusts associated with him sold an aggregate of 1,027,500 shares at weighted average prices between about $28.95 and $30.09, and he has disclaimed beneficial ownership in those trust holdings except for any pecuniary interest.
On the same date, he exercised and converted derivative securities into 2,347,500 shares, including 660,000 shares from a fully vested stock option with a $9.75 exercise price. After these direct transactions, he reports holding 480,866 Class A shares and 2,092,293 Class B shares directly. The filing states that the transactions were effected under a Rule 10b5-1 trading plan adopted on March 24, 2026.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Net Seller: 1,027,500 shares ($30,183,413)
Net Sell
22 txns
Insider
Schlosser Mario
Role
null
Sold
1,027,500 shs ($30.18M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Stock Option (Right to Buy) | 660,000 | $0.00 | -- |
| Exercise | Class B Common Stock | 660,000 | $9.75 | $6.43M |
| Conversion | Class B Common Stock | 880,000 | $0.00 | -- |
| Conversion | Class B Common Stock | 50,000 | $0.00 | -- |
| Conversion | Class B Common Stock | 50,000 | $0.00 | -- |
| Conversion | Class B Common Stock | 47,500 | $0.00 | -- |
| Conversion | Class A Common Stock | 880,000 | $0.00 | -- |
| Sale | Class A Common Stock | 286,988 | $28.95 | $8.31M |
| Sale | Class A Common Stock | 591,213 | $29.58 | $17.49M |
| Sale | Class A Common Stock | 1,799 | $30.09 | $54K |
| Conversion | Class A Common Stock | 50,000 | $0.00 | -- |
| Sale | Class A Common Stock | 16,307 | $28.95 | $472K |
| Sale | Class A Common Stock | 33,591 | $29.58 | $994K |
| Sale | Class A Common Stock | 102 | $30.09 | $3K |
| Conversion | Class A Common Stock | 50,000 | $0.00 | -- |
| Sale | Class A Common Stock | 16,306 | $28.95 | $472K |
| Sale | Class A Common Stock | 33,592 | $29.58 | $994K |
| Sale | Class A Common Stock | 102 | $30.09 | $3K |
| Conversion | Class A Common Stock | 47,500 | $0.00 | -- |
| Sale | Class A Common Stock | 15,491 | $28.95 | $448K |
| Sale | Class A Common Stock | 31,912 | $29.58 | $944K |
| Sale | Class A Common Stock | 97 | $30.09 | $3K |
Holdings After Transaction:
Stock Option (Right to Buy) — 3,740,000 shares (Direct, null);
Class B Common Stock — 2,092,293 shares (Direct, null);
Class B Common Stock — 283,333 shares (Indirect, By Noah Pizzo-Schlosser Dynasty Trust);
Class A Common Stock — 1,360,866 shares (Direct, null);
Class A Common Stock — 50,000 shares (Indirect, By Noah Pizzo-Schlosser Dynasty Trust)
Footnotes (1)
- The transaction was effected pursuant to a Rule 10b5-1 trading plan adopted on March 24, 2026. The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis, subject to certain exceptions, and will mandatorily convert into Class A common stock on the date that is seven years from the date of the prospectus used in connection with the Issuer's initial public offering and upon the occurrence of certain events as set forth in the Issuer's certificate of incorporation. Includes shares to be issued in connection with the vesting of one or more restricted stock units. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $28.08 to $29.07, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price at which the transactions were effected. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.08 to $30.04, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price at which the transactions were effected. Mr. Schlosser disclaims beneficial ownership over the shares held of record by the trust except to the extent of his pecuniary interest therein, if any. The stock option is fully vested and exercisable, and expires on December 16, 2029.
Key Figures
Shares sold: 1,027,500 shares
Exercise and conversion shares: 2,347,500 shares
Option exercise price: $9.75 per share
+5 more
8 metrics
Shares sold
1,027,500 shares
Total Class A shares sold across transactions
Exercise and conversion shares
2,347,500 shares
Total shares acquired via derivative exercises/conversions
Option exercise price
$9.75 per share
Stock option covering 660,000 Class B shares
Sale price range (lower)
$28.08
Weighted average sale footnote price range lower bound
Sale price range (upper)
$30.04
Weighted average sale footnote price range upper bound
Direct Class A holdings after
480,866 shares
Class A common stock held directly after transactions
Direct Class B holdings after
2,092,293 shares
Class B common stock held directly after conversions/exercises
10b5-1 plan adoption date
March 24, 2026
Date trading plan governing transactions was adopted
Key Terms
Rule 10b5-1 trading plan, Class B common stock, restricted stock units, weighted average price, +2 more
6 terms
Rule 10b5-1 trading plan regulatory
"The transaction was effected pursuant to a Rule 10b5-1 trading plan adopted on March 24, 2026."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
Class B common stock financial
"The Class B common stock is convertible at any time at the option of the holder into Class A common stock on a one-to-one basis..."
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
restricted stock units financial
"Includes shares to be issued in connection with the vesting of one or more restricted stock units."
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.
weighted average price financial
"The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions..."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
stock option financial
"The stock option is fully vested and exercisable, and expires on December 16, 2029."
A stock option is a contract that gives you the right to buy or sell a company's stock at a specific price within a certain time frame. People use them to potentially make money if the stock's price moves favorably or to protect against losses. It's like holding a coupon that can be used to buy or sell stock at a set price later on.
pecuniary interest financial
"Mr. Schlosser disclaims beneficial ownership over the shares held of record by the trust except to the extent of his pecuniary interest therein, if any."
FAQ
What insider transactions did Oscar Health (OSCR) report for Mario Schlosser?
Oscar Health director Mario Schlosser reported derivative exercises, conversions, and open-market sales. He sold 1,027,500 Class A shares and converted or exercised into 2,347,500 shares in total, combining trust-related and direct holdings activity on the same transaction date.
Did Mario Schlosser exercise stock options in Oscar Health (OSCR)?
Yes. Schlosser exercised a stock option covering 660,000 Class B shares at a $9.75 exercise price. He also converted other Class B shares, resulting in 2,347,500 shares acquired through exercises and conversions, according to the transaction summary in the Form 4.
What are Mario Schlosser’s reported holdings in Oscar Health (OSCR) after these transactions?
Following the reported transactions, Schlosser holds 480,866 Class A common shares and 2,092,293 Class B common shares directly. Additional shares are held through family dynasty trusts, for which he disclaims beneficial ownership except for any pecuniary interest.
Were the Oscar Health (OSCR) insider sales by Mario Schlosser pre-planned?
The filing states that the transactions were effected under a Rule 10b5-1 trading plan adopted on March 24, 2026. Such plans are pre-arranged trading programs, which can indicate the timing of sales was scheduled in advance rather than decided opportunistically.
What is the significance of Class B to Class A conversions for Oscar Health (OSCR)?
The Form 4 explains that Class B common stock is convertible into Class A on a one-to-one basis, with mandatory conversion after a specified period or certain events. Several transactions involve converting Class B into Class A, changing the share class mix but not total economic interest.