SC 13G/A: Oscar Health, Inc.

AI Summary

SC 13G/A filing by Oscar Health, Inc..

Risk Assessment

Risk Level: low

Key Financial Figures

• $0.00001 — suer) Class A Common Stock, par value $0.00001 per share (Title of Class of Securiti

Filing Documents

• d904181dsc13ga.htm (SC 13G/A) — 40KB
• 0001193125-24-258564.txt ( ) — 42KB

From the Filing

SC 13G/A 1 d904181dsc13ga.htm SC 13G/A SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1) * Oscar Health, Inc. (Name of Issuer) Class A Common Stock, par value $0.00001 per share (Title of Class of Securities) 687793109 (CUSIP Number) September 30, 2024 (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) * The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). CUSIP No. 687793109 13G Page 2 of 5 Pages 1. Names of Reporting Persons Marc Stad 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 Number of Shares Beneficially Owned by Each Reporting Person With 5. Sole Voting Power 0 6. Shared Voting Power 22,224,667 (1) 7. Sole Dispositive Power 0 8. Shared Dispositive Power 22,224,667 (1) 9. Aggregate Amount Beneficially Owned by Each Reporting Person 22,224,667 (1) 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) 11. Percent of Class Represented by Amount in Row (9) 9.9% (2) 12. Type of Reporting Person (See Instructions) IN, HC 1 Includes (i) 9,487,894 shares of Class A Common Stock of Oscar Health, Inc. (the Issuer) and (ii) 12,736,773 shares of Class A Common Stock issuable upon the conversion of the Issuers 7.25% Convertible Senior Notes due 2031 (the 2031 Convertible Senior Notes) beneficially owned by the Reporting Person. Excludes 361,459 shares of Class A Common Stock into which the 2031 Convertible Notes may not currently be converted due to the Beneficial Ownership Limitation (as defined below). The 2031 Convertible Notes may not be converted to the extent that such conversion would result in the holder, or a person or group that includes such holder, beneficially owning in excess of 9.9% of the then outstanding shares of Class A Common Stock (the Beneficial Ownership Limitation). 2 Based on (i) 211,754,816 shares of Class A Common Stock outstanding as of October 31, 2024, as reported in the Issuers Quarterly Report on Form 10-Q filed with the SEC on November 7, 2024 and (ii) 12,736,773 shares of Class A Common Stock issuable upon the conversion of 2031 Convertible Senior Notes. CUSIP No. 687793109 13G Page 3 of 5 Pages 1. Names of Reporting Persons Dragoneer Investment Group, 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 Delaware Number of Shares Beneficially Owned by Each Reporting Person With 5. Sole Voting Power 0 6. Shared Voting Power 22,224,667 (1) 7. Sole Dispositive Power 0 8. Shared Dispositive Power 22,224,667 (1) 9. Aggregate Amount Beneficially Owned by Each Reporting Person 22,224,667 (1) 10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) 11. Percent of Class Represented by Amount in Row (9) 9.9% (2) 12. Type of Reporting Person (See Instructions) IA, OO 1 Includes (i) 9,487,894 shares of Class A Common Stock of Oscar Health, Inc. (the Issuer) and (ii) 12,736,773 shares of Class A Common Stock issuable upon the conversion of the 2031 Convertible Senior Notes beneficially owned by the Reporting Person. Excludes 361,459 shares of Class A Common Stock into which the 2031 Convertible Notes may not currently be converted due to the Beneficial Ownership Limitation. 2 Based on (i) 211,754,816 shares of Class A Common Stock outstanding as of October 31, 2024, as reported in the Issuers Quarterly Report on Form 10-Q filed with the SEC on November 7, 2024 and (ii) 12,736,773 shares of Class A Common Stock issuable upon the conversion of 2031 Convertible Senior Notes. CUSIP No. 687793109 13G Page 4 of 5 Pages AMENDMENT NO. 1 TO SCHEDULE 13G This Amendment No. 1 (Amendment No. 1) amends and supplements the statement on Schedule 13G filed with the Securities and Exchange Commission by the Reporting Persons with respect to the Ordinary Shares of the Issuer on February 14, 2024 (the Schedule 13G). Except as specifically provided herein, this Amendment No. 1 does not modify any of the information prev

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