0001568651-26-000011
SEC filingRevenue grew 28% YoY to $11.7B driven by membership growth, but net loss widened to $443M due to higher MLR and risk adjustment accruals.
Oscar Health describes itself as a leading healthcare technology company built around a full stack technology platform and a relentless focus on member experience. The company offers health plans through the ACA serving individuals, families, and employees, and as of December 31, 2025, had approximately 2.0 million effectuated members. Its differentiated technology platform also powers providers and payors through +Oscar, and in 2025, it acquired early-stage businesses (Lucie, IHC Specialty Benefits, Healthinsurance.org) to support ICHRA and further diversify.
The Business section outlines three main offerings: (1) Oscar's Insurance Business, which provides individual market health plans under ACA metal categories across 18 states (expanding to 20 in 2026); (2) the +Oscar Platform, which deploys Oscar's technology, including Campaign Builder, an engagement and recommendation platform serving nearly 0.6 million client lives as of December 31, 2025; and (3) Brokerage Services and Enrollment Platform, which via Lucie, IHC Specialty Benefits, and Healthinsurance.org, provides a marketplace for brokers and consumers. Revenue share by segment is not disclosed, but the vast majority of total revenue comes from health insurance policy premiums.
Key named products and platforms include Campaign Builder (predictive analytics engagement platform), Oscar health plans (Catastrophic, Bronze, Silver, Gold, Platinum), the +Oscar platform, Lucie enrollment platform, IHC Specialty Benefits brokerage, Healthinsurance.org, Care Team, virtual care, Care Guides, and the member engagement engine. The company also offers products targeting specific conditions such as diabetes, asthma, or menopause.
Oscar primarily acquires members through brokers, who use an EDE platform to enroll members on Health Insurance Marketplaces. It also acquires members directly through Health Insurance Marketplaces, its digital platform, and ICHRA platform partnerships. For the year ended December 31, 2025, 93% of premiums were earned directly from CMS through the APTC program, and 7% from members. No other customer concentration is disclosed.
Oscar operates in a highly competitive environment. Its principal competitors in the individual market primarily consist of plans offered by national carriers, regional carriers, Medicaid-focused insurers offering Health Insurance Marketplaces products, and local Blue Cross plans. Competition is based on range and prices of health plans, provider network quality, coverage comprehensiveness, service quality, member experience, market presence, financial stability, and reputation.
Oscar's long-term vision is to build the consumer marketplace of the future and lead the individual market. Its strategic priorities include: (1) building an individual consumer health marketplace that prioritizes choice, quality, and affordability; (2) driving accelerated market growth through expansion and local market excellence; (3) running a great company with market-leading, sustainable, scalable operations; and (4) continually investing in superior consumer experience and bringing product innovation to the individual market.
As of December 31, 2025, Oscar had approximately 2,305 employees. The company prioritizes attracting and retaining qualified personnel through a compelling employee value proposition, competitive compensation (including base salary, short-term and long-term incentives, equity, commissions, overtime), comprehensive benefits (mental health, fertility support, family-building, paid time off, parental leave, sabbatical), and nine Employee Resource Groups. The company emphasizes transparency in compensation, with employees able to view their total compensation package, including salary band and leveling.
For the year ended December 31, 2025, Oscar Health reported total revenue of $11.7 billion, a 28% increase from $9.2 billion in 2024. The growth was primarily driven by higher membership from above-market growth during the 2025 Open Enrollment period, partially offset by an increase in net risk adjustment transfer accrual. Premium revenue, which comprises the vast majority of total revenue, increased 28% to $11.5 billion.
Medical expenses increased 37% to $10.0 billion, outpacing premium growth, resulting in a Medical Loss Ratio (MLR) of 87.4%, up from 81.7% in 2024. The MLR deterioration of 5.7 percentage points was driven by higher average market morbidity that increased the net risk adjustment transfer accrual, as well as higher utilization not fully offset by risk adjustment. Selling, general, and administrative expenses increased 17% to $2.05 billion, but the SG&A expense ratio improved 160 basis points to 17.5% due to fixed cost leverage, lower exchange fee rates, and disciplined cost management.
Operating loss was $396 million compared to operating income of $57 million in the prior year. Net loss attributable to Oscar Health was $443 million, versus net income of $25 million in 2024. The swing was primarily due to the higher medical costs and risk adjustment impacts.
Oscar reports as a single segment. Membership by offering: Individual and Small Group members totaled 2,042,449 as of December 31, 2025, up 25% from 1,636,400 a year earlier. The Cigna+Oscar co-branded partnership ended after December 31, 2024, contributing zero members in 2025 versus 40,570 in 2024. The revenue growth was entirely from the Individual and Small Group segment.
Management emphasized several regulatory and market trends that could impact future performance: the expiration of enhanced Advanced Premium Tax Credits (eAPTCs) at the end of 2025, new Program Integrity Rules from CMS, and the One Big Beautiful Bill Act (OBBBA) that limits APTC eligibility. These factors contributed to a decrease in Health Insurance Marketplace enrollment from the 2025 OEP to the 2026 OEP, which could affect future membership growth. Additionally, proposed tariffs on pharmaceuticals and medical devices could raise medical costs. Management highlighted the uncertainty around risk adjustment estimates and the potential for further market morbidity shifts. No specific numerical guidance was provided.
As of December 31, 2025, Oscar Health held $2.77 billion in cash and cash equivalents and $2.69 billion in available-for-sale investments, totaling $5.46 billion in liquid assets. Total debt stood at $430.1 million (including $396.6 million net carrying value of the new 2030 Convertible Notes and $33.5 million of the remaining 2031 Notes), resulting in a net cash position of approximately $2.33 billion. Shareholders' equity was $980.7 million, slightly down from $1.02 billion a year ago due to the $443.2 million net loss and $19.9 million unrealized gains on investments. The company’s health insurance subsidiaries reported aggregate statutory capital and surplus of approximately $1.0 billion, exceeding minimum requirements.
No material purchase commitments or off-balance-sheet obligations were disclosed in the Notes to Financial Statements. The primary financial obligations include operating lease liabilities of $68.7 million (present value) and contractual interest payments on the convertible notes. The legal contingencies note (Note 18) describes ongoing regulatory reviews and litigation, including a securities class action that was dismissed with prejudice in April 2025. A $221.8 million disputed claim reserve is included in benefits payable.
Oscar Health did not repurchase any shares or pay dividends in fiscal 2025. The company's capital allocation activity centered on debt management: in September 2025, it issued $410 million of 2.25% convertible notes due 2030, using proceeds to purchase capped call options ($34.4 million) and for general corporate purposes. Concurrently, $270 million of the existing 7.25% 2031 notes were converted into equity (including an inducement payment of $17.8 million), reducing future interest expense. The prior $115 million revolving credit facility was terminated in September 2025, and a new $475 million secured revolving facility was entered into in February 2026. Capital expenditures (not separately disclosed) are primarily for capitalized software; depreciation was $28.9 million.
The company operates as a single reportable segment – insurance and services – focusing on ACA individual and small group markets (small group exited after 2024). Segment revenue was $11.70 billion, with a 27.5% YoY increase driven by organic membership growth and the acquisition of three distribution businesses (Lucie, IHC Specialty Benefits, Healthinsurance.org) in May 2025. The segment incurred a $396.4 million operating loss, reflecting $10.02 billion in medical expenses (MLR of 87.3%) and $2.05 billion in SG&A. The CODM uses consolidated net income as the primary performance metric; no geographic breakdown is provided.
Oscar Health's risk factors are dominated by potential changes to the ACA, which underpins ~98% of revenue. The expiration of enhanced APTCs at end-2025, combined with new Program Integrity Rules and the OBBBA, could reduce Marketplace enrollment and increase morbidity. The proposed NBPP for 2027 adds further uncertainty. The company faces ongoing risk adjustment volatility—in 2025, unexpected increases in market morbidity and lower relative risk scores led to material upward adjustments in risk transfer payables. The Georgia Kaiser suppression order (ultimately stayed) highlighted vulnerability to competitive disruptions.
After achieving profitability in 2024, Oscar returned to a net loss in 2025. Capital requirements are a key risk: expansion and regulatory changes may require significant additional capital. Quota share reinsurance is essential; if regulators disapprove or reinsurers exit, the company would need to raise capital, potentially on unfavorable terms. The company's NOLs ($2.6B federal) are subject to Section 382 limitations and may not be fully utilizable.
Membership growth and retention are critical; the company relies on brokers and must compete with larger insurers. Medical cost estimation is inherently uncertain—premiums are set in advance, and errors due to morbidity shifts, new entrants, or utilization changes can cause losses. Provider concentration (top three ~24% of costs) and geographic concentration (FL, TX, GA) amplify regional risks. The company's limited operating history and recent foray into new lines (e.g., ICHRA, +Oscar platform) add execution risk.
Oscar's digital platform is core to its model. It uses AI (e.g., Oswell) which carries risks of inaccuracies, bias, or regulatory action. Cybersecurity is a perennial concern; past breaches were not material but future incidents could be costly. Reliance on cloud providers (AWS, Google) and other third parties (CVS/Caremark, Optum) creates dependency risk.
Oscar faces numerous regulatory audits and lawsuits, including a recent congressional subpoena on APTC fraud. Non-compliance with ACA, HIPAA, or fraud/abuse laws could result in fines, exclusion, or operational restrictions. The company also faces risks from corporate practice of medicine laws related to its Oscar Medical Group arrangements.
The provided document excerpt does not include the Consolidated Statements of Cash Flows. It only contains the audit report and page references. Therefore, no analysis of CFO, capex, or FCF can be performed. The absence of data precludes any observation of working capital swings or capital returns.