Kushner Joshua's Form 4/A amendment
AmendedOscar Health, Inc. (OSCR) · filed Sep 28, 2021
- Accession no.
- 0000899243-21-038100
- Filed
- Sep 28, 2021
- Trade date
- Sep 9-13, 2021
- Filing delay
- 19 days
- Rule 10b5-1 plan
- Not on the form (before 2023)
- Original filed
- Sep 13, 2021
This filing lists 5 non-derivative transactions. Open-market purchases total $18.7M. It was filed 19 days after the trade.
This amendment replaces 0000899243-21-035726 (filed Sep 13, 2021).
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Kushner JoshuaCIK 0001844181 | Director, Officer (Co-Founder and Vice Chairman), 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Sep 9, 2021 | Class A Common Stock | PPurchaseAcquired | +180,891 | $17.23F1 | +$3,116,751.93 | 3,024,780 | Indirect | |
| Sep 9, 2021 | Class A Common Stock | PPurchaseAcquired | +263,821 | $17.69F3 | +$4,666,993.49 | 3,288,601 | Indirect | |
| Sep 10, 2021 | Class A Common Stock | PPurchaseAcquired | +250,000 | $17.74F4 | +$4,435,000 | 3,538,601 | Indirect | |
| Sep 13, 2021 | Class A Common Stock | PPurchaseAcquired | +156,324 | $16.84F5 | +$2,632,496.16 | 3,694,925 | Indirect | |
| Sep 13, 2021 | Class A Common Stock | PPurchaseAcquired | +221,228 | $17.52F6 | +$3,875,914.56 | 3,916,153 | Indirect |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
Represents (i) 178,737 shares purchased by Thrive Capital Partners VII Growth, L.P. ("Thrive VII Growth") and (ii) 2,154 shares purchased by Claremount VII Associates, L.P. ("Claremount VII"). The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $16.54 to $17.535, 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 purchased at each separate price at which the transactions were effected. All shares were purchased in accordance with the daily volume and other limitations and requirements of Rule 10b-18. Following the reported transaction, 2,988,770 shares are held directly by Thrive VII Growth and 36,010 shares are held directly by Claremount VII.
Referenced by the price of 1 transaction in Table I.
- F2
Shares held directly by Thrive VII Growth and Claremount VII. Thrive Partners VII Growth GP, LLC ("Thrive Partners VII Growth") is the general partner of Thrive VII and Thrive Partners VII GP, LLC ("Thrive Partners VII") is the general partner of Claremount VII. Joshua Kushner is the sole managing member of each of Thrive Partners VII Growth and Thrive Partners VII, and, in his capacity as managing member, has voting and investment power over the shares held by each of Thrive VII Growth and Claremount VII. Each of the foregoing entities and Mr. Kushner disclaim beneficial ownership of the shares held of record by the Thrive VII Growth and Claremount VII except to the extent of their pecuniary interest therein.
- F3
Represents (i) 260,681 shares purchased by Thrive VII Growth and (ii) 3,140 shares purchased by Claremount VII. The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $17.54 to $17.855, 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 purchased at each separate price at which the transactions were effected. All shares were purchased in accordance with the daily volume and other limitations and requirements of Rule 10b-18. Following the reported transaction, 3,249,451 shares are held directly by Thrive VII Growth and 39,150 shares are held directly by Claremount VII.
Referenced by the price of 1 transaction in Table I.
- F4
Represents (i) 247,024 shares purchased by Thrive VII Growth and (ii) 2,976 shares purchased by Claremount VII. The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $17.43 to $18.13, 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 purchased at each separate price at which the transactions were effected. All shares were purchased in accordance with the daily volume and other limitations and requirements of Rule 10b-18. Following the reported transaction, 3,496,475 shares are held directly by Thrive VII Growth and 42,126 shares are held directly by Claremount VII.
Referenced by the price of 1 transaction in Table I.
- F5
Represents (i) 154,462 shares purchased by Thrive VII Growth and (ii) 1,862 shares purchased by Claremount VII. The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $16.18 to $17.175, 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 purchased at each separate price at which the transactions were effected. All shares were purchased in accordance with the daily volume and other limitations and requirements of Rule 10b-18. Following the reported transaction, 3,650,937 shares are held directly by Thrive VII Growth and 43,988 shares are held directly by Claremount VII.
Referenced by the price of 1 transaction in Table I.
- F6
Represents (i) 218,595 shares purchased by Thrive VII Growth and (ii) 2,633 shares purchased by Claremount VII. The price reported in Column 4 is a weighted average price. The shares were purchased in multiple transactions at prices ranging from $17.18 to $17.79, 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 purchased at each separate price at which the transactions were effected. All shares were purchased in accordance with the daily volume and other limitations and requirements of Rule 10b-18. Following the reported transaction, 3,869,532 shares are held directly by Thrive VII Growth and 46,621 shares are held directly by Claremount VII.
Referenced by the price of 1 transaction in Table I.
Remarks
This Amendment on Form 4/A amends and restates the Form 4 filed by the Reporting Person on September 13, 2021 to correct the price per share reported in the third row of Table I, Column 4.