03/18/2025 | Press release | Distributed by Public on 03/18/2025 16:42
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Shaker Benjamin C/O AGILON HEALTH, INC. 6210 E HWY 290, SUITE 450 AUSTIN, TX 78723 |
Chief Markets Officer |
/s/ Mimi Yang, as Attorney-in-Fact | 03/18/2025 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | This award was granted on April 14, 2022 and all remaining performance-based restricted stock units (PSUs) subject to the award vested on March 14, 2025. |
(2) | The number of PSUs that vested was determined based on agilon health's predetermined Revenue and Adjusted EBITDA goals over a three-year period from January 1, 2022 through December 31, 2024. Total attainment achieved was 87%. |
(3) | Each PSU represents the right to receive, at settlement, one share of common stock. This transaction represents the settlement of PSUs in shares of common stock on their scheduled vesting date. |
(4) | Represents the number of shares of Common Stock that have been withheld by the issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of PSUs and does not represent a sale. |
(5) | Includes restricted stock units. |