0001568651FALSE00015686512025-01-292025-01-29
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): January 29, 2025
Oscar Health, Inc.
(Exact Name of Registrant as Specified in its Charter)
| | | | | | | | | | | | | | |
| Delaware | | 001-40154 | | 46-1315570 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
75 Varick Street, 5th Floor
New York, New York 10013
(Address of Principal Executive Offices) (Zip Code)
(646) 403-3677
(Registrant’s telephone number, including area code)
Not applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| | | | | |
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425). |
| | | | | |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12). |
| | | | | |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)). |
| | | | | |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)). |
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | | | | | | | |
| Title of each class | | Trading Symbols | | Name of each exchange on which registered |
| Class A Common Stock, $0.00001 par value per share | | OSCR | | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
On February 4, 2025, Oscar Health, Inc. (the “Company”) announced the Company’s financial results for the fourth quarter and year ended December 31, 2024. A copy of the press release issued in connection with the announcement is attached and furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
The information in Item 2.02 and Exhibit 99.1 of this Current Report on Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information and exhibits be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Appointment of President of Oscar Insurance
On January 30, 2025, the Board of Directors (the “Board”) of the Company appointed Janet Liang as EVP and President of Oscar Insurance, effective February 24, 2025. Ms. Liang will be responsible for overseeing the Company’s insurance and operations functions. This newly created role will centralize leadership for the Company's health plan under a veteran health care executive. Alessandrea Quane, the Company’s EVP, Chief Insurance Officer, will cease serving in this role effective as of February 24, 2025 and her employment with the Company and Oscar Management Corporation (“OMC”) will terminate effective as of March 3, 2025. In addition, on January 29, 2025, Steven Wolin resigned as EVP and Chief Operating Officer of the Company, effective as of February 5, 2025.
In addition to her appointment as EVP and President of Oscar Insurance, Ms. Liang has been designated by the Board as the Company’s principal operating officer, effective as of February 24, 2025.
Since February 2020, and through February 21, 2025, Ms. Liang has served as executive vice president, group president and chief operating officer, care delivery, for Kaiser Foundation Health Plan, Inc. and Hospitals (“Kaiser”), as well as a member of Kaiser Permanente’s National Executive Team. Prior to this role, Ms. Liang served as President, Northern California Region of Kaiser from June 2016 to January 2020, as well as other executive roles at Kaiser from February 2007 to August 2016. Ms. Liang also held executive roles over a 15-year career at Group Health Cooperative, a regional health plan and healthcare provider in Washington state. Ms. Liang holds a bachelor’s degree in political science from Boston University and a master’s degree in health administration from the University of Washington.
In connection with Ms. Liang’s appointment, the Company, OMC and Ms. Liang entered into an Employment Agreement (the “Liang Employment Agreement”). The material terms and conditions of the Liang Employment Agreement are summarized below.
Ms. Liang’s employment under the Liang Employment Agreement is “at-will” and will continue until terminated in accordance with its terms. The Liang Employment Agreement provides for (i) a $600,000 annual base salary; (ii) a target annual bonus equal to 100% of her base salary; (iii) an annual equity award with a target value of $3,000,000; (iv) a cash award in the amount of $800,000 for each of calendar years 2025 through 2028; (v) eligibility to participate in customary health, welfare and fringe benefit plans that the Company provides to its similarly situated senior executives; and (vi) a transition benefit in the amount of $150,000 in connection with Ms. Liang obtaining lodging in New York.
In addition, Ms. Liang is entitled to receive a $2,000,000 sign-on bonus (the “Sign-on Bonus”), payable in two equal installments within 30 days following each of the effective date of her employment (the “Liang Effective Date”) and the six-month anniversary of the effective date. In the event that Ms. Liang’s employment is terminated prior to the 18-month anniversary of the Liang Effective Date by the Company for “cause” or by Ms. Liang without “good reason” (each, as defined in the Liang Employment Agreement), Ms. Liang will be required to repay the unearned portion of the applicable installment on a pro-rata basis to reflect her time employed through the first anniversary of the Liang Effective Date (for the first installment) or through the 18-month anniversary of the Liang Effective Date (for the second installment).
In connection with entering into the Liang Employment Agreement, Ms. Liang will be granted (i) a restricted stock unit award covering shares of the Company’s Class A common stock with a value of $1,500,000, and (ii) a stock option, with a Black-Scholes valuation as of the date of grant of $1,500,000, to purchase shares of the Company’s Class A common stock awards, in each case, under the Company’s 2021 Incentive Award Plan. The awards will vest (and become exercisable, as applicable) with respect to 1/16th of the shares subject to the award on each quarterly anniversary of March 1, 2025.
Under the Liang Employment Agreement, on a termination of Ms. Liang’s employment by the Company without cause or by Ms. Liang for good reason, Ms. Liang will be entitled to receive the following severance payments and benefits:
(i)an amount equal to the sum of (A) Ms. Liang’s annual base salary and (B) Ms. Liang’s target annual bonus for the calendar year in which the termination occurs, payable in substantially equal installments in accordance with the Company’s normal payroll practices over 12 months following the date of termination;
(ii)continued healthcare coverage pursuant to COBRA for 12 months after the termination date at the same cost to the executive as if still employed with the Company;
(iii)12 months’ accelerated vesting of outstanding Company time-vesting equity-based awards held by Ms. Liang; provided that, if a qualifying termination occurs on or within 12 months following a “change in control” (as defined in the Liang Employment Agreement), then all outstanding Company time-vesting equity-based awards held by Ms. Liang will become fully vested and, to the extent applicable, exercisable; and
(iv)if the termination occurs prior to the six-month anniversary of Ms. Liang’s employment start date, the second installment of the Sign-on Bonus, payable in a lump-sum cash payment.
The severance payments and benefits described above are subject to Ms. Liang’s execution and non-revocation of a general release of claims in favor of the Company and continued compliance with restrictive covenant provisions (e.g., confidentiality, non-competition, non-solicitation and non-disparagement), and are in addition to any accrued amounts (including, other than upon a termination without good reason or for cause, any prior year’s earned but unpaid annual bonus).
In connection with her appointment, Ms. Liang will also enter into the Company’s standard form of indemnification agreement for directors and officers.
Chief Legal Officer Transition
On January 30, 2025, Ranmali Bopitiya, the Company’s EVP and Chief Legal Officer, agreed to transition to the role of EVP, Public Affairs, effective as of February 24, 2025, at which time, Adam McAnaney will join the Company as EVP and Chief Legal Officer.
Amended and Restated Employment Agreement with Ranmali Bopitiya
In connection with Ms. Bopitiya’s transition to the role of EVP, Public Affairs, the Company, OMC and Ms. Bopitiya entered into an Amended and Restated Employment Agreement, the terms and conditions of which are materially consistent with those set forth in the employment agreement that Ms. Bopitiya previously entered into with the Company and OMC.
Alessandrea Quane Transition
In connection with Ms. Quane’s separation, she will be entitled to receive the severance payments and benefits described in her employment agreement in connection with a qualifying termination of employment in exchange for a release of claims Ms. Quane might have against the Company and continued compliance with any restrictive covenants.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| | | | | | | | |
| Exhibit No. | | Description |
| 99.1 | | |
| |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | | | | | | | | | |
| Oscar Health, Inc. |
| | |
| By: | | /s/ R. Scott Blackley |
| Name: | | R. Scott Blackley |
| Title: | | Chief Financial Officer |
Date: February 4, 2025
| | | | | |
| |
Oscar Health, Inc. ir.hioscar.com News Release | |
Oscar Health Announces Fourth Quarter and Full Year 2024 Results; Introduces Full Year 2025 Outlook
Reports Adjusted EBITDA and Net Income Profitability for the First Time in Company History
February 4, 2025
•For the year ended December 31, 2024:
◦Total Revenue of $9.2 billion, a 56.5% increase year-over-year
◦Medical Loss Ratio of 81.7%, a 10 bps increase year-over-year
◦SG&A Expense Ratio of 19.1%, a 520 bps improvement year-over-year
◦Net income attributable to Oscar of $25.4 million, or $0.10 of diluted earnings per share, a $296.2 million improvement year-over-year
◦Adjusted EBITDA of $199.2 million, an improvement of $244.5 million year-over-year
New York, NY, February 4, 2025 - Oscar Health, Inc. (“Oscar” or the “Company”) (NYSE: OSCR), a leading healthcare technology company, today announced its financial results for the fourth quarter and full year ended December 31, 2024.
“Oscar reported positive full year 2024 results, capping the strongest year of financial performance in Company history,” said Mark Bertolini, CEO of Oscar Health. “We reported both Adjusted EBITDA and net income profitability – two significant milestones. Our strong top and bottom line performance, all-time-high-membership, and consistent execution demonstrate our ability to deliver sustained profitable growth.”
Total Revenue for 2024 was $9.2 billion, a 56.5% increase year-over-year, driven primarily by membership growth during 2024 Open Enrollment, strong retention, and Special Enrollment Period (“SEP”) member additions.
The Medical Loss Ratio for 2024 increased 10 bps year-over-year to 81.7%, primarily driven by SEP membership growth and an increase in our risk adjustment transfer, partially offset by favorable prior period development. Overall utilization for the year was modestly favorable compared to our pricing expectations. The SG&A Expense Ratio for 2024 improved 520 bps year-over-year to 19.1% for 2024 driven by improved fixed cost leverage and variable cost efficiencies.
Adjusted EBITDA for 2024 of $199.2 million significantly improved by $244.5 million year-over-year, and Net income attributable to Oscar of $25.4 million also significantly improved by $296.2 million year-over-year for 2024.
The Company is introducing its outlook for 2025 including a new metric, Earnings from Operations. For 2025, the Company anticipates Total Revenue of $11.2 billion to $11.3 billion, a Medical Loss Ratio of 80.7% to 81.7%, a SG&A Expense Ratio of 17.6% to 18.1%, and Earnings from Operations of $225 million to $275 million. For more information on these metrics, see the “2025 Financial Guidance Summary” on page 2 in this release.
The Company also welcomes healthcare veteran Janet Liang, who will join Oscar Health in a newly created role of President, Oscar Health Insurance, effective February 24, 2025. Liang previously served as Group President & Chief Operating Officer, Care Delivery, for Kaiser Foundation Health Plan, Inc. and Hospitals. Liang will oversee all insurance functions, bringing strong operational expertise and a proven track record of growing markets to the role.
Oscar Health, Inc.
News Release
| | | | | | | | | | | | | | | | | | | | | | | |
Key Metrics and Non-GAAP Financial Metrics |
| | | | | | | |
| Three Months Ended December 31, | | Year Ended December 31, |
| (in thousands, except percentages) | 2024 | | 2023 | | 2024 | | 2023 |
| Total Revenue | $ | 2,392,436 | | | $ | 1,431,658 | | | $ | 9,177,564 | | | $ | 5,862,869 | |
| Medical Loss Ratio | 88.1 | % | | 86.4 | % | | 81.7 | % | | 81.6 | % |
| SG&A Expense Ratio | 19.5 | % | | 25.4 | % | | 19.1 | % | | 24.3 | % |
| Net Income attributable to Oscar Health Inc. | $ | (153,547) | | | $ | (150,030) | | | $ | 25,432 | | | $ | (270,728) | |
Adjusted EBITDA (1) | $ | (112,643) | | | $ | (111,593) | | | $ | 199,234 | | | $ | (45,238) | |
(1) Adjusted EBITDA is a non-GAAP measure. See “Key Operating and Non-GAAP Financial Metrics - Adjusted EBITDA” in this release for a reconciliation to net loss, the most directly comparable GAAP measure, and for information regarding Oscar’s use of Adjusted EBITDA.
| | | | | | | | | | | | | | |
| | As of December 31, |
| Membership by Offering | | 2024 | | 2023 |
| Individual and Small Group | | 1,636,400 | | | 967,002 | |
| Medicare Advantage | | — | | | 1,781 | |
Cigna+Oscar (1) | | 40,570 | | | 67,500 | |
Total Members (2) | | 1,676,970 | | | 1,036,283 | |
(1)Represents total membership for Oscar’s co-branded partnership with Cigna.
(2)A member covered under more than one of our health plans counts as a single member for the purposes of this metric.
2025 Outlook and Supplemental Information
We regularly review a number of metrics to evaluate our business, measure our performance, identify trends in our business, prepare financial projections, and make strategic decisions. Beginning in 2025, the Company intends to provide guidance on four metrics: Total Revenue, Medical Loss Ratio, SG&A Expense Ratio and Earnings from Operations. The following table presents the Company’s 2025 financial outlook, along with full year 2024 results for such measures, calculated in accordance with the Company’s intended reporting approach for future periods.
The information included in this table below represents management's current estimates as of the date of this release. Actual results may differ materially depending on a number of factors. Investors are urged to read the Cautionary Note Regarding Forward-Looking Statements included in this release. Management does not assume any obligation to update these estimates. The historical financial information included in this table is unaudited and has no impact on the Company’s audited financial statements and results of operations to be included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
| | | | | | | | | | | | | | | | | |
| Oscar Health, Inc. |
| 2025 Financial Guidance Summary |
| | | | | |
| | | Full Year 2025 Outlook |
| (in thousands, except percentages) | Full Year 2024 Actual | | Low | | High |
Total Revenue (1) | $ | 9,177,564 | | | $ | 11,200,000 | | | $ | 11,300,000 | |
Medical Loss Ratio (2) | 81.7 | % | | 80.7 | % | | 81.7 | % |
SG&A Expense Ratio (3) | 19.1 | % | | 17.6 | % | | 18.1 | % |
Earnings from Operations (4) | $ | 57,265 | | | $ | 225,000 | | | $ | 275,000 | |
(1) Total revenue includes Premium revenue, Investment income, and Services and other revenue. We believe Total revenue is an important metric to assess the growth of our business, as well as the earnings potential of our investment portfolio.
(2) Medical loss ratio (MLR) is a metric used to calculate medical expenses as a percentage of net premiums before ceded quota share reinsurance. We believe MLR is an important metric to demonstrate the ratio of our costs to pay for healthcare of our members to the net premiums before ceded quota share reinsurance.
(3) The Selling, General, and Administrative (SG&A) Expense ratio is calculated as selling, general and administrative expenses as a percentage of Total Revenue. We believe the SG&A Expense ratio is a valuable metric to evaluate our ability to manage our overall selling, general, and administrative cost base.
(4) Earnings from Operations is a new primary metric for assessing operating performance. Earnings from Operations is the Company's Total revenue less Total operating expenses.
Oscar Health, Inc.
News Release
Quarterly Conference Call Details
Oscar will host a conference call to discuss the financial results today, February 4, 2025, at 5:00 p.m. (ET). A live audio webcast will be available via the Investor Relations page of Oscar’s website at ir.hioscar.com. A replay of the webcast will be available for on-demand listening shortly after the completion of the call, at the same web link, and will remain available for approximately 90 days.
Non-GAAP Financial Information
This release presents Adjusted EBITDA, a non-GAAP financial metric, which is provided as a complement to the results provided in accordance with accounting principles generally accepted in the United States of America (“GAAP”). A reconciliation of historical non-GAAP financial information to the most directly comparable GAAP financial measure is provided in the accompanying tables found at the end of this release. For more information regarding Adjusted EBITDA, please see “Key Operating and Non-GAAP Financial Metrics” below.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact contained herein are forward-looking statements. These statements include, but are not limited to, statements about our financial outlook and estimates, including Total revenue, Medical Loss Ratio, SG&A Expense Ratio, Earning from Operations, and other financial performance metrics, and the related underlying assumptions, our profitability goals, our business and financial prospects, including potential future growth, and our management’s plans and objectives for future operations, expectations and business strategy. In some cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “could,” “intends,” “targets,” “projects,” “contemplates,” “believes,” “estimates,” “predicts,” “potential,” or “continue” or the negative of these terms or other similar expressions. Accordingly, we caution you that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions, and uncertainties that are difficult to predict and generally beyond our control.
Although we believe that the expectations reflected in these forward-looking statements are reasonable as of the date made, there are or will be important factors that could cause our actual results to differ materially from those indicated in these forward-looking statements, including, but not limited to, the following: our ability to execute our strategy and manage our growth effectively; our ability to retain and expand our member base; our ability to accurately estimate our incurred medical expenses or effectively manage our medical costs or related administrative costs; our ability to maintain profitability in the future; unanticipated results of or changes to risk adjustment programs; our ability to arrange for the delivery of quality care and maintain good relations with the physicians, hospitals, and other providers within and outside our provider networks; changes in federal or state laws or regulations, including changes with respect to the Patient Protection and Affordable Care Act and the Health Care and Education Reconciliation Act of 2010, as amended (collectively, the “ACA”) and any regulations enacted thereunder; our ability to comply with ongoing regulatory requirements, including capital reserve and surplus requirements and applicable performance standards; changes or developments in the health insurance markets in the United States; our, or any of our vendors’, ability to comply with laws, regulations, and standards related to the handling of information about individuals or applicable consumer protection laws, including as a result of our participation in government-sponsored programs; heightened competition in the markets in which we participate; our ability to utilize quota share reinsurance to meet our capital and surplus requirements and protect against downside risk on medical claims; unfavorable or otherwise costly outcomes of lawsuits, audits, investigations, and claims that arise from the extensive laws and regulations to which we are subject; incurrence of data security breaches of our and our partners’ information and technology systems; our ability to attract and retain qualified personnel; our ability to detect and prevent material weaknesses or significant control deficiencies in our internal controls over financial reporting or other failure to maintain an effective system of internal controls; adverse publicity or other adverse consequences related to our dual class structure or “controlled company” status; and the other factors set forth under the caption “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission (“SEC”), and our other filings with the SEC, including our Annual Report on Form 10-K for the annual period ended December 31, 2024, to be filed with the SEC.
You are cautioned not to place undue reliance on any forward-looking statements made in this press release. Any forward-looking statement speaks only as of the date as of which it is made, and, except as otherwise required by law, we do not undertake any obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise. New factors emerge from time to time, and it is not possible for us to predict which will arise.
Oscar Health, Inc.
News Release
About Oscar Health
Oscar Health, Inc. (“Oscar”) is a leading healthcare technology company built around a full stack technology platform and a relentless focus on serving our members. We have been challenging the status quo in the healthcare system since our founding in 2012, and are dedicated to making a healthier life accessible and affordable for all. Oscar offers Individual & Family plans and health technology solutions that power the healthcare industry through +Oscar. Our technology drives superior experiences, deep engagement, and high-value clinical care, earning us the trust of approximately 1.68 million members, as of December 31, 2024.
Investor Contact:
Chris Potochar
VP of Investor Relations
ir@hioscar.com
Media Contact:
Kristen Prestano
VP of Communications
press@hioscar.com
Source: Oscar Health, Inc.
Oscar Health, Inc.
News Release
Oscar Health, Inc.
Consolidated Statements of Operations
| | | | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended December 31, | | Year Ended December 31, | | |
| (in thousands, except per share amounts) | 2024 | | 2023 | | 2024 | | 2023 | | |
| (unaudited) | | (unaudited) | | (unaudited) | | | | |
| Revenue | | | | | | | | | |
| Premium | $ | 2,345,204 | | | $ | 1,390,395 | | | $ | 8,971,259 | | | $ | 5,686,069 | | | |
| Investment income | 42,420 | | | 35,539 | | | 185,729 | | | 155,447 | | | |
| Services and other | 4,812 | | | 5,724 | | | 20,576 | | | 21,353 | | | |
| Total revenue | 2,392,436 | | | 1,431,658 | | | 9,177,564 | | | 5,862,869 | | | |
| Operating Expenses | | | | | | | | | |
| Medical | 2,065,114 | | | 1,205,239 | | | 7,332,589 | | | 4,642,024 | | | |
| Selling, general, and administrative | 465,820 | | | 364,154 | | | 1,755,565 | | | 1,425,766 | | | |
| Depreciation and amortization | 9,233 | | | 7,742 | | | 32,145 | | | 30,694 | | | |
| Total operating expenses | 2,540,167 | | | 1,577,135 | | | 9,120,299 | | | 6,098,484 | | | |
| Earnings (loss) from operations | (147,731) | | | (145,477) | | | 57,265 | | | (235,615) | | | |
| Interest expense | 6,026 | | | 6,217 | | | 23,734 | | | 24,603 | | | |
| Other expenses (income) | (68) | | | (1,050) | | | 105 | | | 7,082 | | | |
| Earnings (loss) before income taxes | (153,689) | | | (150,644) | | | 33,426 | | | (267,300) | | | |
| Income tax expense (benefit) | (404) | | | (806) | | | 7,305 | | | 3,294 | | | |
| Net income (loss) | (153,285) | | | (149,838) | | | 26,121 | | | (270,594) | | | |
| Less: Net income (loss) attributable to noncontrolling interests | 262 | | | 192 | | | 689 | | | 134 | | | |
| Net income (loss) attributable to Oscar Health, Inc. | $ | (153,547) | | | $ | (150,030) | | | $ | 25,432 | | | $ | (270,728) | | | |
| | | | | | | | | |
| Earnings (Loss) per Share | | | | | | | | | |
| Basic | $ | (0.62) | | | $ | (0.66) | | | $ | 0.11 | | | $ | (1.22) | | | |
| Diluted | $ | (0.62) | | | $ | (0.66) | | | $ | 0.10 | | | $ | (1.22) | | | |
| Weighted Average Common Shares Outstanding | | | | | | | | | |
| Basic | 248,210 | | | 227,082 | | | 240,386 | | | 221,655 | | | |
| Diluted | 248,210 | | | 227,082 | | | 265,853 | | | 221,655 | | | |
Oscar Health, Inc.
News Release
Oscar Health, Inc.
Consolidated Balance Sheets
| | | | | | | | | | | |
(in thousands, except per share amounts) | December 31, 2024 | | December 31, 2023 |
| (unaudited) | | |
| Assets | | | |
| Current Assets: | | | |
| Cash and cash equivalents | $ | 1,527,186 | | | $ | 1,870,315 | |
| Short-term investments | 624,461 | | | 689,833 | |
| Premiums and accounts receivable (net of allowance for credit losses of $31,300 and $31,600) | 315,891 | | | 201,269 | |
| Risk adjustment transfer receivable | 64,779 | | | 51,925 | |
| Reinsurance recoverable | 291,537 | | | 241,194 | |
| Other current assets | 21,320 | | | 6,564 | |
| Total current assets | 2,845,174 | | | 3,061,100 | |
| Property, equipment, and capitalized software, net | 66,793 | | | 61,930 | |
| Long-term investments | 1,815,254 | | | 365,309 | |
| Restricted deposits | 30,878 | | | 29,870 | |
| Other assets | 82,397 | | | 83,271 | |
| Total assets | $ | 4,840,496 | | | $ | 3,601,480 | |
| | | |
| Liabilities and Stockholders' Equity | | |
| Current Liabilities: | | | |
| Benefits payable | $ | 1,356,730 | | | $ | 965,986 | |
| Risk adjustment transfer payable | 1,558,341 | | | 1,056,941 | |
| Premium deficiency reserve | — | | | 5,776 | |
| Unearned premiums | 74,389 | | | 65,918 | |
| Accounts payable and other liabilities | 432,428 | | | 273,367 | |
| Reinsurance payable | 41,346 | | | 61,024 | |
| Total current liabilities | 3,463,234 | | | 2,429,012 | |
| Long-term debt | 299,555 | | | 298,777 | |
| Other liabilities | 61,282 | | | 67,574 | |
| Total liabilities | 3,824,071 | | | 2,795,363 | |
| Commitments and contingencies | | | |
| Stockholders' Equity | | | |
| Class A common stock, $0.00001 par value per share; 825,000 thousand shares authorized, 214,974 thousand and 193,875 thousand shares outstanding as of December 31, 2024 and 2023, respectively | 2 | | | 2 | |
| Class B common stock, $0.00001 par value per share; 82,500 thousand shares authorized, 35,514 thousand shares outstanding as of December 31, 2024 and 2023, respectively | — | | | — | |
| Treasury stock (315 thousand shares as of December 31, 2024 and 2023) | (2,923) | | | (2,923) | |
| Additional paid-in capital | 3,869,617 | | | 3,682,294 | |
| Accumulated deficit | (2,851,283) | | | (2,876,715) | |
| Accumulated other comprehensive income (loss) | (1,827) | | | 1,309 | |
| Total Oscar Health, Inc. stockholders’ equity | 1,013,586 | | | 803,967 | |
| Noncontrolling interests | 2,839 | | | 2,150 | |
| Total stockholders’ equity | 1,016,425 | | | 806,117 | |
| Total liabilities and stockholders' equity | $ | 4,840,496 | | | $ | 3,601,480 | |
Oscar Health, Inc.
News Release
Oscar Health, Inc.
Consolidated Statements of Cash Flows
| | | | | | | | | | | |
| Year Ended December 31, |
(in thousands) | 2024 | | 2023 |
| (unaudited) | | |
| Cash Flows from Operating Activities: | | | |
| Net income (loss) | $ | 26,121 | | | $ | (270,594) | |
| Adjustments to reconcile net income (loss) to net cash (used in) provided by operating activities: | | | |
| Deferred taxes | (2,338) | | | 58 | |
| Net realized loss (gain) on sale of financial instruments | (23) | | | 70 | |
| | | |
| Depreciation and amortization expense | 32,145 | | | 30,694 | |
| Amortization of debt issuance costs | 778 | | | 778 | |
| Stock-based compensation expense | 109,824 | | | 159,683 | |
| Investment amortization (accretion), net of accretion | (26,877) | | | (29,374) | |
| | | |
| Change in provision for credit losses | (300) | | | 28,612 | |
| Changes in assets and liabilities: | | | |
| (Increase) / decrease in: | | | |
| Premium and other receivables | (114,323) | | | (13,405) | |
| Risk adjustment transfer receivable | (12,854) | | | (2,063) | |
| | | |
| Reinsurance recoverable | (50,343) | | | 651,693 | |
| Other assets | (11,547) | | | 11,307 | |
| Increase / (decrease) in: | | | |
| Benefits payable | 390,744 | | | 28,258 | |
| Unearned premiums | 8,472 | | | (13,080) | |
| Premium deficiency reserve | (5,776) | | | 1,562 | |
| Accounts payable and other liabilities | 152,768 | | | (29,180) | |
| Reinsurance payable | (19,678) | | | (366,626) | |
| Risk adjustment transfer payable | 501,400 | | | (460,552) | |
| Net cash (used in) provided by operating activities | 978,193 | | | (272,159) | |
| Cash Flows from Investing Activities: | | | |
| Purchase of investments | (2,133,510) | | | (836,982) | |
| Sale of investments | 25,250 | | | 31,857 | |
| Maturity of investments | 744,794 | | | 1,410,166 | |
| Purchase of property, equipment and capitalized software | (27,897) | | | (25,577) | |
| Change in restricted deposits | 3,929 | | | (2,277) | |
| | | |
| Net cash (used in) provided by investing activities | (1,387,434) | | | 577,187 | |
| Cash Flows from Financing Activities: | | | |
| | | |
| | | |
| Proceeds from joint venture contribution | — | | | 2,490 | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| Proceeds from exercise of stock options | 68,388 | | | 3,956 | |
| Net cash provided by financing activities | 68,388 | | | 6,446 | |
| Increase (decrease) in cash, cash equivalents and restricted cash equivalents | (340,853) | | | 311,474 | |
| Cash, cash equivalents, restricted cash and cash equivalents—beginning of period | 1,891,971 | | | 1,580,497 | |
| Cash, cash equivalents, restricted cash and cash equivalents—end of period | 1,551,118 | | | 1,891,971 | |
| Cash and cash equivalents | 1,527,186 | | | 1,870,315 | |
| Restricted cash and cash equivalents included in restricted deposits | 23,932 | | | 21,656 | |
| Total cash, cash equivalents and restricted cash and cash equivalents | $ | 1,551,118 | | | $ | 1,891,971 | |
| Supplemental Disclosures: | | | |
| Interest payments | $ | 33,691 | | | $ | 23,156 | |
| Income tax payments | $ | 674 | | | $ | 2,414 | |
Oscar Health, Inc.
News Release
Key Operating and Non-GAAP Financial Metrics
We regularly review the following key operating and Non-GAAP financial metrics, to evaluate our business, measure our performance, identify trends in our business, prepare financial projections, and make strategic decisions. We believe these operational and financial measures are useful in evaluating our performance, in addition to our financial results prepared in accordance with GAAP.
Total Revenue
Total revenue includes Premium revenue, Investment income, and Services and other revenue. We believe Total revenue is an important metric to assess the growth of our business, as well as the earnings potential of our investment portfolio.
Medical Loss Ratio
Medical Loss Ratio is a metric used to calculate medical expenses as a percentage of net premiums before ceded quota share reinsurance. Medical expense primarily consists of both paid and unpaid medical expenses incurred to provide medical services and products to our members. Medical claims include fee-for-service claims, pharmacy benefits, capitation payments to providers, provider disputed claims and various other medical-related costs. The impact of the federal risk adjustment program is included in the denominator of our MLR. We believe MLR is an important metric to demonstrate the ratio of our costs to pay for healthcare of our members to the net premium before ceded quota share reinsurance. MLR in our existing products are subject to various federal and state minimum requirements.
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended December 31, | | Year Ended December 31, |
| (in thousands, except percentages) | 2024 | | 2023 | | 2024 | | 2023 |
| Medical | $ | 2,065,114 | | | $ | 1,205,239 | | | $ | 7,332,589 | | | $ | 4,642,024 | |
Less: Ceded quota share reinsurance claims (1) | 849 | | | (3,278) | | | (2,029) | | | 2,057 | |
Net claims before ceded quota share reinsurance (A) | $ | 2,064,265 | | | $ | 1,201,961 | | | $ | 7,334,618 | | | $ | 4,639,967 | |
| | | | | | | |
| Premiums | $ | 2,345,204 | | | $ | 1,390,395 | | | $ | 8,971,259 | | | $ | 5,686,069 | |
Less: Ceded quota share reinsurance premiums (2) | 984 | | | (80) | | | (881) | | | (2,211) | |
Net premiums before ceded quota share reinsurance (B) | $ | 2,344,220 | | | $ | 1,390,475 | | | $ | 8,972,140 | | | $ | 5,688,280 | |
Medical Loss Ratio (A divided by B) | 88.1 | % | | 86.4 | % | | 81.7 | % | | 81.6 | % |
(1)Represents prior period development for claims ceded to reinsurers pursuant to quota share treaties accounted for under reinsurance accounting, which are in runoff.. (2)Represents prior period development for premiums ceded to reinsurers pursuant to quota share treaties accounted for under reinsurance accounting, which are in runoff. |
SG&A Expense Ratio
The SG&A Expense Ratio reflects the Company’s selling, general and administrative ("SG&A") expenses, as a percentage of Total revenue. Selling, general and administrative expenses primarily include distribution expenses, wages, benefits, costs of software and hardware, the impact of quota share reinsurance, stock-based compensation, and other administrative costs. We believe the SG&A Expense ratio is a valuable metric to evaluate our ability to manage our overall selling, general, and administrative cost base.
Earnings from Operations
Earnings from Operations is a new primary metric for assessing operating performance. Earnings from Operations is the Company's Total revenue less Total operating expenses.
Net Income (loss) attributable to Oscar Health, Inc.
Net Income (loss) attributable to Oscar Health, Inc. is Net earnings (loss) allocated to the Company after income (loss) attributable to noncontrolling interests. It is a key indicator of the Company’s profitability and operational efficiency, allowing management to evaluate performance and make informed decisions on strategic planning, cost management, and resource allocation.
Oscar Health, Inc.
News Release
Adjusted EBITDA
Adjusted EBITDA is defined as Net income (loss) for the Company and its consolidated subsidiaries before interest expense, income tax expense (benefit), and depreciation and amortization, as further adjusted for stock-based compensation and other items that are considered unusual or not representative of underlying trends of our business, where applicable for the period presented. We present Adjusted EBITDA, as we consider it to be an important supplemental measure of our performance and believe it is frequently used by securities analysts, investors, and other interested parties in the evaluation of companies in our industry. Adjusted EBITDA is a non-GAAP measure. Management believes that investors’ understanding of our performance is enhanced by including this non-GAAP financial measure as a reasonable basis for comparing our ongoing results of operations.
We caution investors that amounts presented in accordance with our definition of Adjusted EBITDA may not be comparable to similar measures disclosed by our competitors, because not all companies and analysts calculate Adjusted EBITDA in the same manner.
Management uses Adjusted EBITDA:
•as a measurement of operating performance because it assists us in comparing the operating performance of our business on a consistent basis, as it removes the impact of items not directly resulting from our core operations;
•for planning purposes, including the preparation of our internal annual operating budget and financial projections;
•to evaluate the performance and effectiveness of our operational strategies; and
•to evaluate our capacity to expand our business.
By providing this non-GAAP financial measure, together with a reconciliation to the most comparable U.S. GAAP measure, Net income (loss), we believe we are enhancing investors’ understanding of our business and our results of operations, as well as assisting investors in evaluating how well we are executing our strategic initiatives. Adjusted EBITDA has limitations as an analytical tool, and should not be considered in isolation, or as an alternative to, or a substitute for Net income (loss) or other financial statement data presented in our Consolidated Financial Statements as indicators of financial performance.
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended December 31, | | Year Ended December 31, |
| (in thousands) | 2024 | | 2023 | | 2024 | | 2023 |
| Net Income (loss) | $ | (153,285) | | | $ | (149,838) | | | $ | 26,121 | | | $ | (270,594) | |
| Interest expense | 6,026 | | | 6,217 | | | 23,734 | | | 24,603 | |
| Other expenses (income) | (68) | | | (1,050) | | | 105 | | | 7,082 | |
| Income tax expense (benefit) | (404) | | | (806) | | | 7,305 | | | 3,294 | |
| Depreciation and amortization (“D&A”) | 9,233 | | | 7,742 | | | 32,145 | | | 30,694 | |
Stock-based compensation (1) | 25,855 | | | 26,142 | | | 109,824 | | | 159,683 | |
| | | | | | | |
| Adjusted EBITDA | $ | (112,643) | | | $ | (111,593) | | | $ | 199,234 | | | $ | (45,238) | |
(1)Represents non-cash expenses related to equity-based compensation programs, which vary from period to period depending on various factors including the timing, number, and the valuation of awards. Additionally, these expenses are reported net of any stock-based compensation that has been capitalized for software development costs. Year ended December 31, 2023 includes a non-recurring charge of $46.3 million related to accelerated stock-based compensation expense recognized as a result of the cancellation of the Founders Awards previously granted to Mario Schlosser and Joshua Kushner.
|
Oscar Health, Inc.
News Release
Appendix
Oscar Health, Inc.
News Release
Reinsurance Impact
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended December 31, | | Year Ended December 31, |
| (in thousands) | 2024 | | 2023 | | 2024 | | 2023 |
| Quota share ceded premiums | $ | 50 | | | $ | 222 | | | $ | (3,070) | | | $ | 7,329 | |
| Quota share ceded claims | (850) | | | (3,277) | | | 2,029 | | | (2,056) | |
| Deposit Accounting impact, net of ceding commission | (14,103) | | | (7,023) | | | (53,376) | | | (30,454) | |
| Experience refund | 933 | | | (302) | | | 2,188 | | | (9,540) | |
| Net quota share impact | $ | (13,970) | | | $ | (10,380) | | | $ | (52,229) | | | $ | (34,721) | |
The Company records Premium revenue net of reinsurance. The following table reconciles total reinsurance premiums ceded and reinsurance premiums assumed, which are included as components of total Premium revenue in the Consolidated Statements of Operations:
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended December 31, | | Year Ended December 31, |
| (in thousands) | 2024 | | 2023 | | 2024 | | 2023 |
| Direct policy premiums | $ | 2,750,027 | | | $ | 1,622,053 | | | $ | 10,292,125 | | | $ | 6,418,872 | |
| Assumed premiums | 46,438 | | | 54,620 | | | 219,572 | | | 228,786 | |
| Risk adjustment transfers | (449,327) | | | (285,480) | | | (1,526,448) | | | (950,680) | |
| Reinsurance premiums ceded | (1,934) | | | (798) | | | (13,990) | | | (10,909) | |
| Premium | $ | 2,345,204 | | | $ | 1,390,395 | | | $ | 8,971,259 | | | $ | 5,686,069 | |
The Company records Medical expenses net of reinsurance recoveries. The following table reconciles total Medical expenses to the amount presented in the Consolidated Statement of Operations:
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended December 31, | | Year Ended December 31, |
| (in thousands) | 2024 | | 2023 | | 2024 | | 2023 |
| Direct claims incurred | $ | 2,088,366 | | | $ | 1,158,278 | | | $ | 7,278,267 | | | $ | 4,459,702 | |
| Ceded reinsurance claims | (68,309) | | | (10,903) | | | (159,132) | | | (44,736) | |
| Assumed reinsurance claims | 45,057 | | | 57,864 | | | 213,454 | | | 227,058 | |
| Medical expenses | $ | 2,065,114 | | | $ | 1,205,239 | | | $ | 7,332,589 | | | $ | 4,642,024 | |
The Company records Selling, general and administrative ("SG&A") expenses net of reinsurance ceding commissions and assumed SG&A expenses. The following table reconciles total Selling, general and administrative expenses to the amount presented in the Consolidated Statement of Operations:
| | | | | | | | | | | | | | | | | | | | | | | |
| Three Months Ended December 31, | | Year Ended December 31, |
| (in thousands) | 2024 | | 2023 | | 2024 | | 2023 |
| Selling, general and administrative expenses, gross | $ | 466,580 | | | $ | 364,127 | | | $ | 1,755,942 | | | $ | 1,424,763 | |
| Reinsurance ceding commissions | (760) | | | 27 | | | (377) | | | 1,003 | |
| Selling, general and administrative expenses | $ | 465,820 | | | $ | 364,154 | | | $ | 1,755,565 | | | $ | 1,425,766 | |
The Company classifies Reinsurance recoverable within current assets on its Consolidated Balance Sheets. The composition of the Reinsurance recoverable balance is as follows:
| | | | | | | | | | | | | | | | | | |
| | As of December 31, | | | | |
| (in thousands) | | 2024 | | 2023 | | | | |
| Reinsurance premium and claim recoverables | | $ | 288,878 | | | $ | 224,837 | | | | | |
| Reinsurance ceding commissions | | 6,996 | | | 7,054 | | | | | |
| Experience refunds on reinsurance agreements | | (4,338) | | | 9,303 | | | | | |
| Reinsurance recoverable | | $ | 291,537 | | | $ | 241,194 | | | | | |
Cover Page
|
Jan. 29, 2025 |
| Cover [Abstract] |
|
| Document Type |
8-K
|
| Document Period End Date |
Jan. 29, 2025
|
| Entity Registrant Name |
Oscar Health, Inc.
|
| Entity Incorporation, State or Country Code |
DE
|
| Entity File Number |
001-40154
|
| Entity Tax Identification Number |
46-1315570
|
| Entity Address, Address Line One |
75 Varick Street, 5th Floor
|
| Entity Address, City or Town |
New York
|
| Entity Address, State or Province |
NY
|
| Entity Address, Postal Zip Code |
10013
|
| City Area Code |
646
|
| Local Phone Number |
403-3677
|
| Written Communications |
false
|
| Soliciting Material |
false
|
| Pre-commencement Tender Offer |
false
|
| Pre-commencement Issuer Tender Offer |
false
|
| Title of 12(b) Security |
Class A Common Stock, $0.00001 par value per share
|
| Trading Symbol |
OSCR
|
| Security Exchange Name |
NYSE
|
| Entity Emerging Growth Company |
false
|
| Entity Central Index Key |
0001568651
|
| Amendment Flag |
false
|
| X |
- DefinitionBoolean flag that is true when the XBRL content amends previously-filed or accepted submission.
| Name: |
dei_AmendmentFlag |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionFor the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.
| Name: |
dei_DocumentPeriodEndDate |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:dateItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionThe type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.
| Name: |
dei_DocumentType |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:submissionTypeItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionAddress Line 1 such as Attn, Building Name, Street Name
| Name: |
dei_EntityAddressAddressLine1 |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- Definition
+ References
+ Details
| Name: |
dei_EntityAddressCityOrTown |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionCode for the postal or zip code
| Name: |
dei_EntityAddressPostalZipCode |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionName of the state or province.
| Name: |
dei_EntityAddressStateOrProvince |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:stateOrProvinceItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionA unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityCentralIndexKey |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:centralIndexKeyItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionIndicate if registrant meets the emerging growth company criteria. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityEmergingGrowthCompany |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionCommission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
| Name: |
dei_EntityFileNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:fileNumberItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTwo-character EDGAR code representing the state or country of incorporation.
| Name: |
dei_EntityIncorporationStateCountryCode |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:edgarStateCountryItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionThe exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityRegistrantName |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionThe Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityTaxIdentificationNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:employerIdItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionLocal phone number for entity.
| Name: |
dei_LocalPhoneNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 13e
-Subsection 4c
| Name: |
dei_PreCommencementIssuerTenderOffer |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14d
-Subsection 2b
| Name: |
dei_PreCommencementTenderOffer |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTitle of a 12(b) registered security. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b
| Name: |
dei_Security12bTitle |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:securityTitleItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionName of the Exchange on which a security is registered. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection d1-1
| Name: |
dei_SecurityExchangeName |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:edgarExchangeCodeItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Section 14a
-Number 240
-Subsection 12
| Name: |
dei_SolicitingMaterial |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTrading symbol of an instrument as listed on an exchange.
| Name: |
dei_TradingSymbol |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:tradingSymbolItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 230
-Section 425
| Name: |
dei_WrittenCommunications |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
Register for Free to get streaming real-time quotes, interactive charts, live options flow, and more.
Hot Features
Premium
