STOCK TITAN

Oscar Health (OSCR) CTO and director reports Class A share sales

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Oscar Health insider activity: A director and President of Technology & CTO of Oscar Health, Inc. reported pre-planned trades in Class A common stock under a Rule 10b5-1 trading plan adopted on September 23, 2025. On January 2, 2026, he converted 59,800 shares of Class B common stock into Class A stock and then sold 137,933 Class A shares at a weighted average price of $15.02. On January 5, 2026, he converted an additional 86,893 Class B shares into Class A stock and sold 96,928 Class A shares at a weighted average price of $15.64. After these transactions, he directly beneficially owned 350,180 shares of Class A common stock and continued to hold additional economic interests through convertible Class B shares and family trusts as described. The filing notes that Class B shares are convertible one-for-one into Class A and will mandatorily convert after a specified period or upon certain events.

Positive

  • None.

Negative

  • None.
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).
X
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*
Schlosser Mario

(Last) (First) (Middle)
75 VARICK STREET, 5TH FLOOR

(Street)
NEW YORK NY 10013

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Oscar Health, Inc. [ OSCR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President of Technology & CTO
3. Date of Earliest Transaction (Month/Day/Year)
01/02/2026
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
Class A Common Stock 01/02/2026 C 59,800(1) A (2) 498,148 D
Class A Common Stock 01/02/2026 S 137,933(1) D $15.02(3) 360,215 D
Class A Common Stock 01/05/2026 C 86,893(1) A (2) 447,108 D
Class A Common Stock 01/05/2026 S 96,928(1) D $15.64(4) 350,180 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
Class B Common Stock (2) 01/02/2026 C 59,800(1) (2) (2) Class A Common Stock 59,800 $0.00(2) 1,619,186 D
Class B Common Stock (2) 01/05/2026 C 86,893(1) (2) (2) Class A Common Stock 86,893 $0.00(2) 1,532,293 D
Class B Common Stock (2) (2) (2) Class A Common Stock 333,333 333,333 I By Noah Pizzo-Schlosser Dynasty Trust(5)
Class B Common Stock (2) (2) (2) Class A Common Stock 633,333 633,333 I By Pizzo-Schlosser Family Dynasty Trust(5)
Class B Common Stock (2) (2) (2) Class A Common Stock 333,333 333,333 I By Siena Pizzo-Schlosser Dynasty Trust(5)
Explanation of Responses:
1. The transaction was effected pursuant to a Rule 10b5-1 trading plan adopted on September 23, 2025.
2. 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.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.00 to $15.09, 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.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.42 to $15.84, 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.
5. 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.
Remarks:
/s/ Melissa Curtin, Attorney-in-fact 01/06/2026
** 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.

FAQ

What insider transactions did Oscar Health (OSCR) report in this Form 4?

The filing reports that a director and President of Technology & CTO converted Class B common stock into Class A common stock and sold Class A shares in multiple transactions on January 2 and January 5, 2026, under a Rule 10b5-1 trading plan.

How many Oscar Health (OSCR) Class A shares were sold and at what prices?

The insider sold 137,933 Class A shares on January 2, 2026 at a weighted average price of $15.02, and 96,928 Class A shares on January 5, 2026 at a weighted average price of $15.64.

How many Oscar Health (OSCR) shares does the insider own after these transactions?

Following the reported transactions, the insider beneficially owned 350,180 shares of Oscar Health Class A common stock directly, with additional interests represented by convertible Class B shares and family trusts.

What is the relationship of the reporting person to Oscar Health (OSCR)?

The reporting person is a director of Oscar Health, Inc. and serves as Officer with the title President of Technology & CTO.

Were the Oscar Health (OSCR) insider sales made under a Rule 10b5-1 plan?

Yes. The filing states that the transactions were effected pursuant to a Rule 10b5-1 trading plan adopted on September 23, 2025, which is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

How are Oscar Health (OSCR) Class B shares treated in this filing?

The filing explains that 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 after a specified period and upon certain events set forth in the company’s certificate of incorporation.

Oscar Health Inc

NYSE:OSCR

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4.87B
218.76M
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19.19%
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