Astrana Health Inc

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

In December 2022, Astrana’s Board of Directors approved a share repurchase plan authorizing the Company to repurchase up to $50.0 million of its shares of common stock on the open market and through privately negotiated transactions. This share repurchase plan does not have an expiration date. The Board may suspend or discontinue the repurchase plan at any time. This repurchase plan does not obligate the Company to make additional repurchases at any specific time or in any specific situation. During the three months ended March 31, 2025, no shares were repurchased under the Company’s share repurchase plan. As of March 31, 2025, $40.5 million remained available for repurchase under the repurchase plan.

The following table provides information about purchases made by the Company of shares of the Company’s common stock during the three months ended March 31, 2025.

(1)

Shares were repurchased to satisfy tax withholding obligations due upon the vesting of restricted stock awards and units held by certain employees, except as otherwise disclosed in these footnotes. We did not pay cash to repurchase these shares, nor were these repurchases part of a publicly announced plan or program.

(2)

Includes 300,000 shares of common stock repurchased from APC for an aggregate purchase price of approximately $10.6 million, based on a purchase price per share of $35.17, pursuant to a stock repurchase agreement with APC entered into on January 17, 2025. The Company’s Board of Directors and the Audit Committee of the Board of Directors approved the repurchase.