Astrana Health, Inc.
For the period ended Mar 31, 2026. Filed May 8, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2026 · Filed May 8, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-11-10.
0001193125-25-274359
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-08.
0001193125-26-213157
ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 101 previous paragraphs and 97 current paragraphs.
44 unchanged; 31 reworded; 22 added; 24 removed; 2 previous and 0 current paragraphs rearranged.
Tables are not compared: 10 previous and 8 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (22)
Current report
Regulatory and Industry Trends
Current report
On April 6, 2026, the Centers for Medicare & Medicaid Services (“CMS”) issued its final 2027 Medicare Advantage and Part D payment rates (“2027 CMS Rates”). The final notice saw a modest increase in the ratebook in addition to continuing to use the 2024 Medicare Advantage risk adjustment model for 2027, rather than implementing a proposed updated model. CMS retained two risk adjustment modifications which Astrana estimates will not have material effect on our financials. Astrana believes the higher rates along with the commitment to risk adjustment stability in 2027 will benefit Astrana, and we believe Astrana is well-positioned in the 2027 Medicare Advantage marketplace.
Current report
Our adjusted EPS - diluted is a supplemental performance measure of our operations for financial and operational decision-making and is used as a supplemental means of evaluating period-to-period comparisons on a consistent basis. We define adjusted EPS - diluted as adjusted net income attributable to Astrana over weighted average shares of common stock outstanding - diluted. Adjusted net income attributable to Astrana is calculated as net income, excluding income or loss from equity method investments, non-recurring and non-cash transactions, stock-based compensation, amortization of intangibles, certain tax adjustments, and amounts related to net income or loss attributable to non-controlling interests.
Current report
Free Cash Flow
Current report
Our free cash flow is a supplemental performance measure of our operations for financial and operational decision-making and is used as a supplemental means of evaluating period-to-period comparisons on a consistent basis and reflects the cash flow trends in our business. We define free cash flow as net cash provided by operating activities minus cash used in purchases of property and equipment.
Current report
Income from Equity Method Investments
Current report
Income from equity method investments for the three months ended March 31, 2026, was $1.7 million, as compared to a loss of $0.9 million for the same period in 2025. This amount includes our portion of the equity method investment’s net earnings and losses. This exhibited an increase to income primarily due to Allied Physicians of California, a Professional Medical Corporation’s (“APC”) equity method investment in LaSalle Medical Associates and more favorable performance by our other equity method investments.
Current report
Unrealized Gain (Loss) on Investments
Current report
Unrealized gain on investments for the three months ended March 31, 2026, as compared to the same period in 2025, increased $1.1 million primarily due to change in fair value of our interest rate swap.
Current report
Net Loss Attributable to Non-Controlling Interests
Current report
Revenue for the three months ended March 31, 2026, was $909.7 million, as compared to $601.0 million for the three months ended March 31, 2025, an increase of $308.8 million. Operating income for the three months ended March 31, 2026, was $39.5 million, as compared to $44.2 million for the three months ended March 31, 2025, a decrease in operating income of $4.8 million. The increase in revenue was primarily due to recent acquisitions within our Care Partners segment, including $266.5 million in revenue from the Prospect acquisition, and members transitioning to full risk through our Restricted Knox-Keene plans. The decrease in operating income was primarily due to slightly higher growth in our cost of services expense compared to corresponding revenue related to our increased participation in value-based care and medical costs associated with both professional and institutional risk of our Restricted Knox-Keene licensed health plans.
Current report
Other, net, for the three months ended March 31, 2026, relates to an allowance on receivables that the Company plans to recover from the payer, post-acquisition integration costs, and severance fees incurred.
Current report
Reconciliation of Net Income to Adjusted Net Income Attributable to Astrana and Adjusted EPS - Diluted
Current report
Set forth below are reconciliations of net income to adjusted net income attributable to Astrana as well as the reconciliations to adjusted EPS - diluted for the three months ended March 31, 2026 and 2025.
Current report
The components of other, net, as set forth in the table above, are described in the footnotes to the table under “Reconciliation of Net Income to EBITDA, Adjusted EBITDA and Adjusted EBITDA Margin”. Please see the footnotes to such table for additional information.
Current report
Tax adjustments for the three months ended March 31, 2026, includes the tax effect for, at a 27.1% statutory blended tax rate, the adjustments made to net income of $8.9 million, partially offset by 162(m) impact of $1.3 million.
Current report
Tax adjustments for the three months ended March 31, 2025, includes the tax effect for, at a 27.1% statutory blended tax rate, the adjustments made to net income of $5.7 million, partially offset by 162(m) impact of $1.1 million.
Current report
Includes net loss attributable to non-controlling interests (“NCI”) of $1.3 million, offset by adjustments attributable to NCI of $3.2 million, for the three months ended March 31, 2026.
Current report
Includes net loss attributable to NCI of $0.5 million, offset by adjustments attributable to NCI of $2.8 million, for the three months ended March 31, 2025.
Current report
Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow
Current report
The following table provides a reconciliation of net cash provided by operating activities to free cash flow for the three months ended March 31, 2026 and 2025 (in thousands):
Current report
Cash used in investing activities during the three months ended March 31, 2026, was $2.8 million, primarily due to purchases of property and equipment for $4.0 million. Cash used in investing activities during the three months ended March 31, 2025, was $2.4 million primarily due to purchases of property and equipment of $3.1 million.
Removed paragraphs (24)
Previous report
Regulatory Trends
Previous report
The One Big Beautiful Bill Act (the “OBBBA”), signed July 4, 2025, introduces Medicaid work-requirement pilots and tighter provider-tax rules beginning in 2026. The Company expects to see tax impacts from the following changes, including the restoration of 100% bonus depreciation, allowing the current year deduction of research and development expenses, and changing the 163j interest limitation from earnings before tax to EBITDA. The Company anticipates that the OBBBA will reduce the federal and state income tax payables in the current year but will not have a material impact on tax expenses/(benefits). While we are still evaluating the full downstream effects, we believe Astrana is well-positioned to navigate these changes and view these headwinds as manageable. Our diversified footprint, strong track record of Medicaid performance, and investment in care-enablement infrastructure provide meaningful insulation. We remain focused on maintaining continuity of care and supporting our state partners through this policy transition.
Previous report
Recent Developments
Previous report
Closing of the Acquisition of Certain Assets and Businesses of Prospect Medical Holdings, Inc. (“Prospect”) (such acquisition, the “Prospect Acquisition”)
Previous report
On July 1, 2025, we completed the previously announced Prospect Acquisition for a purchase price of $674.9 million. Prospect is a provider-centric risk-bearing healthcare company that operates an integrated healthcare delivery platform enabling a network of over 11,000 providers to successfully participate in value-based care arrangements, thus empowering them to deliver accessible, high-quality care to patients in a cost-effective manner. Prospect enables providers to deliver payer-agnostic, patient-centered care across different lines of business. Prospect also operates a California Restricted Knox-Keene-licensed health plan, a management services organization, a specialty pharmacy, and a fully-accredited acute care hospital. The acquisition significantly expanded the Company’s provider network and enhanced our ability to offer increased access, quality, and value to our members (see Note 3 — “Business Combinations and Goodwill”).
Previous report
(In thousands)
Previous report
Our condensed consolidated financial statements include the results of operations of Prospect beginning on July 1, 2025, as discussed below.
Previous report
Total revenue for the nine months ended September 30, 2025, was $2,231.2 million, as compared to $1,369.3 million for the nine months ended September 30, 2024, an increase of $861.9 million or 63%. The increase in revenue was partially attributable to the acquisition of Prospect, which contributed approximately $308.0 million of revenue from the date of acquisition. In addition, capitation revenue increased by $556.0 million primarily as a result of our 2024 acquisitions within our Care Partners segment, along with enrollees transitioning to full risk through our Restricted Knox-Keene plans.
Previous report
General and administrative expenses for the nine months ended September 30, 2025, were $157.0 million, as compared to $112.5 million for the same period in 2024, an increase of $44.5 million or 40%. The increase was primarily due to increased general and administrative expenses, including approximately $14.3 million from the inclusion of Prospect’s results of operations from the date of acquisition and transaction costs incurred for the Prospect Acquisition, as well as general and administrative expenses to support operational growth such as stock-based compensation.
Previous report
Depreciation and amortization expenses for the nine months ended September 30, 2025, were $29.3 million, as compared to $19.8 million for the same period in 2024, an increase of $9.5 million or 48% driven by $8.6 million due to the Prospect Acquisition. This amount includes depreciation of property and equipment and the amortization of intangible assets.
Previous report
Interest expense for the nine months ended September 30, 2025, was $32.4 million as compared to $25.0 million for the same period in 2024, an increase of $7.4 million or 29%. The increase in interest expense was primarily due to the increased borrowings under the Second Amended and Restated Credit Facility to finance the Prospect Acquisition, partially offset by a decrease in interest rates on our floating-rate debt, including the interest rate swap agreement entered to manage our interest. Our outstanding borrowings increased to, as of September 30, 2025, $1,064.2 million on the Second Amended and Restated Credit Facility from $432.0 million borrowed under the facility as of September 30, 2024. The interest rate for the Revolver and Term Loans was 5.91% as of September 30, 2025 and 7.20% as of September 30, 2024. The interest rate swap has a fixed rate of 3.179% and covers $200.0 million of our debt.
Previous report
Other loss for the nine months ended September 30, 2025, was $3.5 million as compared to other income of $4.5 million for the same period in 2024, a decrease of $8.0 million or 177%. The decrease was primarily due to debt issuance costs that were expensed in connection with the Second Amended and Restated Credit Facility, a gain recognized in 2024 on the extinguishment of one of our promissory notes, and a $5.3 million reimbursement in 2024 from Allied Pacific Holdings Investment Management, LLC with no similar transaction occurring in 2025.
Previous report
Provision for income taxes was $14.6 million for the nine months ended September 30, 2025, as compared to $25.0 million for the same period in 2024, a decrease of $10.4 million. The decrease in provision for income taxes was primarily due to a decrease in pre-tax income.
Previous report
Net income attributable to non-controlling interests for the nine months ended September 30, 2025, was $1.0 million, as compared to $7.6 million for the same period in 2024, a decrease of $6.6 million. The decrease was primarily driven by a decrease in net income.
Previous report
Our net income attributable to Astrana Health, Inc., for the nine months ended September 30, 2025, was $16.5 million, as compared to $50.1 million for the same period in 2024, a decrease of $33.6 million.
Previous report
Adjusted EBITDA for the nine months ended September 30, 2025, was $153.0 million, as compared to $135.3 million for the same period in 2024, an increase of $17.6 million. The increase was primarily due to the acquisition of Prospect, partially offset by a decrease in operating income as a result of higher utilization and an increase in general and administrative expenses.
Previous report
Revenue for the three months ended September 30, 2025, was $897.7 million, as compared to $455.8 million for the three months ended September 30, 2024, an increase of $442.0 million. Operating income for the three months ended September 30, 2025, was $25.3 million, as compared to $38.8 million for the three months ended September 30, 2024, a decrease in operating income of $13.5 million. The increase in revenue was primarily due to recent acquisitions within our Care Partners segment, including $272.8 million in revenue from the Prospect Acquisition. The decrease in operating income was primarily due to the recognition of a $13.0 million loss contingency in the third quarter of 2025.
Previous report
Revenue for the nine months ended September 30, 2025, was $2,130.1 million, as compared to $1,301.4 million for the nine months ended September 30, 2024, an increase of $828.8 million. Operating income for the nine months ended September 30, 2025, was $119.2 million, as compared to $122.3 million for the nine months ended September 30, 2024, a decrease in operating income of $3.1 million. The increase in revenue was primarily due to recent acquisitions within our Care Partners segment, including $272.8 million from the Prospect Acquisition. The decrease in operating income was primarily due to the recognition of a $13.0 million loss contingency in the third quarter of 2025, offset by $9.9 million of increased income from operations as a result of our recent acquisitions and members transitioning to full risk through our Restricted Knox-Keene plans.
Previous report
Revenue for the nine months ended September 30, 2025, was $158.7 million, as compared to $100.3 million for the nine months ended September 30, 2024, an increase of $58.3 million. Operating loss for the nine months ended September 30, 2025, was $2.0 million, as compared to operating income of $0.2 million for the nine months ended September 30, 2024, an increase in operating loss of $2.2 million. The increase in revenue was primarily driven by $49.1 million from the inclusion of Prospect, as well as an increased volume in patient visits at our primary, multi-specialty, and ancillary Care Delivery entities. The decrease in operating income was attributable an increase in expenses incurred related to our newer clinic locations.
Previous report
Revenue for the nine months ended September 30, 2025, was $167.8 million, as compared to $110.4 million for the nine months ended September 30, 2024, an increase of $57.4 million. Operating income for the nine months ended September 30, 2025, was $28.8 million, as compared to operating income of $16.7 million for the nine months ended September 30, 2024. The increase in revenue was primarily due to managing more IPAs in our Care Partners segment, including $42.4 million from Prospect. The increase in operating income was primarily due to the acquisition of Prospect, partially offset by higher costs incurred by the Care Enablement segment as a result of an increase in the workforce that provides management and administrative services.
Previous report
Other, net, for the three months ended September 30, 2025, relates to $13.0 million for a legal matter with a provider associated with CFC Health Plan, Inc, ("CFC HP"), $12.7 million for transaction and integration costs primarily for the acquisition of Prospect, certain costs associated with the CHS transaction, non-cash changes related to the change in the fair value of our call option and Collar Agreement, and severance fees incurred.
Previous report
Other, net, for the three months ended September 30, 2024, relates to non-cash changes related to change in the fair value of our financing obligation to purchase remaining equity interests in one of our investments, non-cash changes related to change in the fair value of the Company's Collar Agreement, non-cash gain on debt extinguishment related to one of our promissory note payables, and transaction costs incurred for our investments and tax restructuring fees.
Previous report
Other, net, for nine months ended September 30, 2024, relates to a financial guarantee via a letter of credit that we provided in support of two local provider-led ACOs, non-cash changes related to change in the fair value of our financing obligation to purchase the remaining equity interests in one of our investments, non-cash changes related to change in the fair value of the Company’s Collar Agreement, non-cash gain on debt extinguishment related to one of our promissory note payables, transaction costs incurred for our investments and tax restructuring fees, and reimbursement from a related party of the Company for taxes associated with the excluded assets spin-off.
Previous report
Cash used in investing activities during the nine months ended September 30, 2025, was $537.9 million, primarily due to payment for business and asset acquisitions, net of cash acquired for $548.6 million, issuance of loans for $1.7 million, and purchases of property and equipment for $7.0 million. The cash used in investing activities was partially offset by proceeds from sale of equity method investment for $15.1 million and other investing activities of $4.3 million, including proceeds from repayment of loans, proceeds from sale of marketable securities, and distribution from investments – equity method. Cash used in investing activities during the nine months ended September 30, 2024, was $159.1 million primarily due to payments for business and asset acquisitions, net of cash acquired of $115.5 million, issuances of loans of $26.0 million, purchases of investment - equity method of $6.0 million, purchases of property and equipment of $5.5 million, purchase of call option issued in conjunction with equity method investment of $3.9 million, and other investing activities of $2.2 million consisting of purchase of investments – privately held, proceeds from repayment of loans, proceeds from sale of marketable securities, and purchase of marketable securities.
Reworded paragraphs (31)
Previous wording
Astrana Health, Inc. (“Astrana”) is a leading physician-centric, technology-powered, risk-bearing healthcare management company. Leveraging its proprietary population health management and healthcare delivery platform, Astrana operates an integrated, value-based healthcare model. This model aims to empower the providers in its network to deliver the highest quality of care to its patients in a cost-effective manner. Together with our affiliated physician groups and consolidated entities, we cost-effectively provide coordinated outcomes-based medical care.
Current wording
Astrana is a leading physician-centric, AI-powered, risk-bearing healthcare management company. Leveraging its proprietary population health management and healthcare delivery platform, Astrana operates an integrated, value-based healthcare model, that aims to empower the providers in its network to deliver the highest quality of care to its patients in a cost-effective manner. Together with our affiliated physician groups and consolidated entities, we cost-effectively provide coordinated outcomes-based medical care.
Previous wording
Through our risk-bearing organizations with more than 20,000 contracted physicians, we are responsible for coordinating care in value-based care arrangements for over 1.6 million patients as of September 30, 2025. These covered patients are comprised of managed care members whose health coverage is provided either through their employers, acquired directly from a health plan, or as a result of their eligibility for Medicaid or Medicare benefits. Our managed patients benefit from an integrated approach that places physicians at the center of patient care and utilizes sophisticated risk management techniques and clinical protocols to provide high-quality, cost-effective care.
Current wording
Through our risk-bearing organizations with more than 20,000 contracted physicians, we were responsible for coordinating the care for approximately 1.55 million patients as of March 31, 2026. These covered patients are managed care members whose health coverage is provided either through their employers, directly from a health plan, or as a result of their eligibility for Medicaid or Medicare benefits. Our managed patients benefit from an integrated approach that places physicians at the center of patient care and utilizes sophisticated risk management techniques and clinical protocols to deliver high-quality, cost-effective care.
Previous wording
Our revenue, which is recorded in the period during which services are rendered and earned, primarily consists of capitation revenue as well as risk pool settlements and incentives, management fee income, and fee-for-service (“FFS”) revenue. The form of billing and related risk of collection for such services may vary by type of revenue and the customer.
Current wording
Our revenue, which is recorded in the period during which services are rendered and earned, generally on a monthly basis, primarily consists of capitation revenue, risk pool settlements and incentives, management fee income, fee-for-service (“FFS”) revenue, and other revenue primarily consisting of revenues earned from maternity care. The form of billing and related collection risk for such services may vary by revenue type and customer.
Previous wording
Our largest expenses consist of the cost of (i) patient care paid to contracted providers; (ii) information technology equipment and software; and (iii) staff to provide management and administrative support services to our affiliated physician groups, as further described in the following sections. These services include claims processing, utilization management, contracting, accounting, credentialing, and administrative oversight.
Current wording
Our largest expenses consist of the cost of (a) patient care paid to contracted providers and (b) staff to provide management and administrative support services to our affiliated physician groups, as further described in the following sections. These services include claims processing, utilization management, contracting, accounting, credentialing, and administrative oversight.
Previous wording
Adjusted EBITDA and Adjusted EBITDA margin are supplemental performance measures of our operations for financial and operational decision-making, and are used as a supplemental means of evaluating period-to-period comparisons on a consistent basis. Adjusted EBITDA is calculated as earnings before interest, taxes, depreciation, and amortization, excluding income or loss from equity method investments, non-recurring and non-cash transactions, and stock-based compensation. We define Adjusted EBITDA margin as Adjusted EBITDA over total revenue.
Current wording
Adjusted EBITDA and Adjusted EBITDA margin are supplemental performance measures of our operations for financial and operational decision-making, and are used as a supplemental means of evaluating period-to-period comparisons on a consistent basis. Adjusted EBITDA is calculated as earnings before interest expense, interest income, income taxes, depreciation, and amortization, excluding income or loss from equity method investments, non-recurring and non-cash transactions, and stock-based compensation. We define Adjusted EBITDA margin as Adjusted EBITDA over total revenue.
Previous wording
Net Income Attributable to Non-controlling Interests
Current wording
Adjusted Net Income Attributable to Astrana and Adjusted Earnings Per Share (“EPS”) - Diluted
Previous wording
Condensed Consolidated Statements of Income
Current wording
Condensed Consolidated Statements of Income (in thousands)
Previous wording
As of September 30, 2025 and 2024, we managed a total of 28 and 18 independent risk-bearing organizations, including both affiliated and non-affiliated, respectively. The total number of patients for whom we managed the delivery of healthcare services was over 1.6 million, and approximately 1.0 million as of September 30, 2025 and 2024, respectively.
Current wording
As of March 31, 2026 and 2025, we managed a total of 29 and 20 independent risk-bearing organizations, respectively, including both affiliated and non-affiliated. The total number of patients for whom we managed the delivery of healthcare services was approximately 1.55 million and 1.0 million as of March 31, 2026 and 2025, respectively.
Previous wording
Total revenue for the three months ended September 30, 2025, was $956.0 million, as compared to $478.7 million for the three months ended September 30, 2024, an increase of $477.3 million, or 100%. The increase in revenue was partially attributable to the acquisition of Prospect, which contributed approximately $308.0 million of revenue from the acquisition date. In addition, capitation revenue increased by $166.5 million primarily as a result of our 2024 acquisitions within our Care Partners segment, along with enrollees transitioning to full risk through our Restricted Knox-Keene plans.
Current wording
Total revenue for the three months ended March 31, 2026, was $965.1 million, as compared to $620.4 million for the three months ended March 31, 2025, an increase of $344.7 million, or 56%. The increase in revenue was partially attributable to the Prospect acquisition, which contributed $300.2 million of revenue from the acquisition date. In addition, capitation revenue increased by $46.4 million primarily as a result of enrollees transitioning to full risk through our Restricted Knox-Keene plans.
Previous wording
Expenses related to cost of services, excluding depreciation and amortization for the three months ended September 30, 2025, were $858.9 million, as compared to $405.2 million for the same period in 2024, an increase of $453.6 million or 112%. The overall increase was primarily due to increased participation in a value-based Medicare FFS model and medical costs associated with both professional and institutional risk of our Restricted Knox-Keene licensed health plans as a result of our recent acquisitions, of which Prospect attributed approximately $272.3 million from the date of acquisition.
Current wording
Expenses related to cost of services, excluding depreciation and amortization for the three months ended March 31, 2026, were $859.4 million, as compared to $549.1 million for the same period in 2025, an increase of $310.3 million or 57%. The overall increase was primarily due to increased participation in a value-based Medicare FFS model and medical costs associated with both professional and institutional risk of our Restricted Knox-Keene licensed health plans as a result of our recent acquisitions, of which Prospect contributed approximately $259.3 million from the date of acquisition.
Previous wording
General and administrative expenses for the three months ended September 30, 2025, were $62.4 million, as compared to $37.8 million for the same period in 2024, an increase of $24.6 million or 65%. The increase was primarily due to increased general and administrative expenses, including approximately $14.3 million from the inclusion of Prospect’s results of operations from the date of acquisition and transaction costs incurred for the Prospect Acquisition, as well as general and administrative expenses to support operational growth such as stock-based compensation.
Current wording
General and administrative expenses for the three months ended March 31, 2026, was $61.7 million, as compared to $43.9 million for the same period in 2025, an increase of $17.8 million or 41%. The increase was primarily due to $16.4 million from the inclusion of Prospect’s results of operations from the date of acquisition as well as other general and administrative expenses to support operational growth.
Previous wording
Depreciation and amortization expenses for the three months ended September 30, 2025, were $15.6 million, as compared to $7.3 million for the same period in 2024, an increase of $8.3 million or 115% driven by $8.6 million due to the Prospect Acquisition. This amount includes depreciation of property and equipment and the amortization of intangible assets.
Current wording
Depreciation and amortization expenses for the three months ended March 31, 2026, were $15.5 million, as compared to $6.8 million for the same period in 2025, an increase of $8.6 million or 126%, driven by $9.3 million due to the Prospect acquisition, primarily from the acquisition of its intangible assets. This amount includes depreciation of property and equipment and the amortization of intangible assets.
Previous wording
Interest expense for the three months ended September 30, 2025, was $17.7 million as compared to $8.9 million for the same period in 2024, an increase of $8.9 million or 100%. The increase in interest expense was primarily due to the increased borrowings under the Second Amended and Restated Credit Facility to finance the Prospect Acquisition, partially offset by a decrease in interest rates on our floating-rate debt, including the interest rate swap agreement entered to manage our interest. Our outstanding borrowings increased to, as of September 30, 2025, $1,064.2 million on the Second Amended and Restated Credit Facility from $432.0 million borrowed under the facility as of September 30, 2024. The interest rate for both the Revolver Loan and Term Loans was 5.91% as of September 30, 2025 and 7.20% as of September 30, 2024. The interest rate swap has a fixed rate of 3.179% and covers $200.0 million of our debt.
Current wording
Interest expense for the three months ended March 31, 2026, was $16.1 million, as compared to $7.3 million for the same period in 2025, an increase of $8.8 million or 120%. The increase in interest expense was primarily due to the increased borrowings under the Second Amended and Restated Credit Facility to finance the Prospect acquisition, partially offset by a decrease in interest rates on our floating-rate debt. Our outstanding borrowings, as of March 31, 2026, increased to $1,040.3 million on the Second Amended and Restated Credit Facility from $412.0 million borrowed under the facility as of March 31, 2025. The interest rates on the Term Loans and $100.0 million of the Revolver Loan were 5.67%, and the interest rate on $22.0 million of the Revolver Loan was 5.68% as of March 31, 2026. As of March 31, 2025, the interest rates for the Term Loan and the Revolver Loan were 5.82%.
Previous wording
Interest income for the three months ended September 30, 2025, was $3.5 million as compared to $3.8 million for the same period in 2024, a decrease of $0.3 million or 7%. Interest income reflects interest earned on cash held in bank accounts, money market and certificate of deposit accounts, and the interest from our loan receivables. The decrease in interest income was primarily due to a decrease in our cash held in interest bearing bank accounts.
Current wording
Interest income for the three months ended March 31, 2026, was $3.8 million, as compared to $2.3 million for the same period in 2025, an increase of $1.5 million or 65%. Interest income reflects interest earned on cash held in bank accounts, money market and certificate of deposit accounts, and the interest from our loans receivable. The change in interest income was primarily due to an increase in our cash held in interest bearing bank accounts, including $0.5 million of interest income related to cash accounts from the Prospect acquisition.
Previous wording
Other income for the three months ended September 30, 2025, was $0.4 million as compared to other income of $2.7 million for the same period in 2024, a decrease of $2.2 million or 83%. The decrease in other income was primarily due to a gain recognized in 2024 on the extinguishment of one of our promissory notes. No similar transaction occurred for the three months ended September 30, 2025.
Current wording
Other income for the three months ended March 31, 2026, was $0.7 million, as compared to other loss of $5.1 million for the same period in 2025, an increase of $5.7 million or 113%. The increase in other income was primarily due to debt issuance costs incurred in connection with the Second Amended and Restated Credit Facility in 2025. No similar transaction occurred for the three months ended March 31, 2026.
Previous wording
Provision for income taxes was $4.6 million for the three months ended September 30, 2025, as compared to $7.8 million for the same period in 2024, a decrease of $3.2 million. The decrease in provision for income taxes was primarily due to a decrease in pre-tax income.
Current wording
Provision for income taxes was $6.6 million for the three months ended March 31, 2026, as compared to $3.4 million for the same period in 2025, an increase of $3.2 million primarily due to an increase in pre-tax income.
Previous wording
Net income attributable to non-controlling interests for the three months ended September 30, 2025, was $0.7 million, as compared to $2.9 million for the same period in 2024, a decrease of $2.2 million. The decrease was primarily driven by a decrease in net income.
Current wording
Net loss attributable to non-controlling interests for the three months ended March 31, 2026, was $1.3 million, as compared to $0.5 million for the same period in 2025, an increase of $0.8 million. The increase was primarily driven by losses in APC.
Previous wording
Our net income attributable to Astrana Health, Inc., for the three months ended September 30, 2025, was $0.4 million, as compared to $16.1 million for the same period in 2024, a decrease of $15.7 million.
Current wording
Our net income attributable to Astrana Health, Inc., for the three months ended March 31, 2026, was $14.4 million, as compared to $6.7 million for the same period in 2025, an increase of $7.7 million.
Previous wording
Adjusted EBITDA for the three months ended September 30, 2025, was $68.5 million, as compared to $45.2 million for the same period in 2024, an increase of $23.3 million, and was primarily due to the acquisition of Prospect.
Current wording
Adjusted EBITDA for the three months ended March 31, 2026, was $66.3 million, as compared to $36.4 million for the same period in 2025, an increase of $29.9 million, and was primarily due to the Prospect acquisition.
Previous wording
The Company currently has three reportable segments consisting of Care Partners, Care Delivery, and Care Enablement. We evaluate the performance of our operating segments based on segment revenue growth as well as operating income. Management uses revenue growth and total segment operating income as a measure of the performance of operating businesses, separate from non-operating factors. The Company integrated the Prospect Acquisition into its three reportable segments. For more information about our segments, see Note 17 — “Segments” to our condensed consolidated financial statements under Item 1 in this Quarterly Report on Form 10-Q for additional information.
Current wording
We currently have three reportable segments consisting of Care Partners, Care Delivery, and Care Enablement. We evaluate the performance of our operating segments based on segment revenue growth as well as operating income. Management uses revenue growth and total segment operating income as a measure of the performance of operating businesses, separate from non-operating factors. For more information about our segments, see Note 17 — “Segments” to our unaudited condensed consolidated financial statements under Item 1 in this Quarterly Report on Form 10-Q for additional information.
Previous wording
The following table sets forth our revenue and operating income by segment for the three and nine months ended September 30, 2025 and 2024 (in thousands):
Current wording
The following table sets forth our revenue and operating income (loss) by segment for the three months ended March 31, 2026 and 2025 (in thousands):
Previous wording
Revenue for the three months ended September 30, 2025, was $86.9 million, as compared to $34.7 million for the three months ended September 30, 2024, an increase of $52.1 million. Operating loss for the three months ended September 30, 2025, was $1.0 million, as compared to loss of $1.4 million for the three months ended September 30, 2024, an increase in operating income of $0.3 million. The increase in revenue and operating income was primarily driven by $49.1 million of revenue from the inclusion of Prospect, as well as an increased volume in patient visits and continued investments at our primary, multi-specialty, and ancillary Care Delivery entities.
Current wording
Revenue for the three months ended March 31, 2026, was $85.1 million, as compared to $33.4 million for the three months ended March 31, 2025, an increase of $51.7 million. Operating loss for the three months ended March 31, 2026, was $3.0 million, as compared to loss of $3.1 million for the three months ended March 31, 2025, an increase in operating income of $0.1 million. The increase in revenue was primarily driven by $49.9 million of revenue from the inclusion of Prospect, as well as an increased volume in patient visits and continued investments at our primary, multi-specialty, and ancillary Care Delivery entities.
Previous wording
Revenue for the three months ended September 30, 2025, was $87.3 million, as compared to $40.9 million for the three months ended September 30, 2024, an increase of $46.4 million. Operating income for the three months ended September 30, 2025 was $23.4 million, as compared to operating income of $6.3 million for the three months ended September 30, 2024. The increase in revenue was primarily due to managing more IPAs in our Care Partners segment, including $42.4 million from Prospect. The increase in operating income was primarily due to the acquisition of Prospect.
Current wording
Revenue for the three months ended March 31, 2026, was $87.7 million, as compared to $39.6 million for the three months ended March 31, 2025, an increase of $48.2 million. Operating income for the three months ended March 31, 2026 was $20.2 million, as compared to operating income of $3.5 million for the three months ended March 31, 2025, an increase of $16.6 million. The increase in revenue and operating income was primarily due to managing more IPAs in our Care Partners segment and through new external contracts, including those acquired through Prospect, including $40.8 million in revenue and $13.6 million in operating income contributed by the Prospect acquisition. As of March 31, 2026 and 2025, the total number of affiliated physician groups we managed were 29 and 20 groups, respectively.
Previous wording
Set forth below are reconciliations of Net Income to EBITDA and Adjusted EBITDA, as well as the reconciliation to Adjusted EBITDA margin for the three and nine months ended September 30, 2025 and 2024. We define Adjusted EBITDA margin as Adjusted EBITDA over total revenue.
Current wording
Set forth below are reconciliations of Net Income to EBITDA and Adjusted EBITDA, as well as the reconciliations to Adjusted EBITDA margin for the three months ended March 31, 2026 and 2025.
Previous wording
Other, net, for the nine months ended September 30, 2025, relates to $13.0 million for a legal matter with a provider associated with CFC HP, $23.6 million for transaction and integration costs primarily for the acquisition of Prospect, debt issuance costs incurred in connection with our Second Amended and Restated Credit Facility, certain costs associated with the CHS transaction, non-cash changes related to change in the fair value of our call option and Collar Agreement, and severance fees incurred.
Current wording
Other, net, for the three months ended March 31, 2025, relates to debt issuance costs expensed in connection with our Second Amended and Restated Credit Facility, transaction costs for our acquisition of Prospect, certain costs for some of our acquisitions, non-cash changes related to change in the fair value of our call option and collar agreement, and severance fees incurred.
Previous wording
This Quarterly Report on Form 10-Q contains the non-GAAP financial measures EBITDA, Adjusted EBITDA, and Adjusted EBITDA margin, of which the most directly comparable financial measure presented in accordance with U.S. generally accepted accounting principles (“GAAP”) is net income. These measures are not in accordance with, or alternatives to, GAAP, and may be calculated differently from similar non-GAAP financial measures used by other companies. The Company uses Adjusted EBITDA as a supplemental performance measure of our operations, for financial and operational decision-making, and as a supplemental means of evaluating period-to-period comparisons on a consistent basis. Adjusted EBITDA is calculated as earnings before interest expense, interest income, income taxes, depreciation, and amortization, excluding income or loss from equity method investments, non-recurring and non-cash transactions, and stock-based compensation. The Company defines Adjusted EBITDA margin as Adjusted EBITDA over total revenue.
Current wording
This Quarterly Report on Form 10-Q contains the non-GAAP financial measures EBITDA, Adjusted EBITDA, Adjusted EBITDA margin, adjusted net income attributable to Astrana, and adjusted EPS - diluted, of which the most directly comparable financial measure presented in accordance with U.S. generally accepted accounting principles (“GAAP”) is net income. This Quarterly Report on Form 10-Q also contains the non-GAAP financial measure free cash flow, of which the most directly comparable financial measure presented in accordance with U.S. GAAP is net cash provided by operating activities. These measures are not in accordance with, or alternatives to, GAAP, and may be calculated differently from similar non-GAAP financial measures used by other companies. We use Adjusted EBITDA, Adjusted EBITDA margin, adjusted EPS - diluted, and free cash flow as supplemental performance measures of our operations, for financial and operational decision-making, and as supplemental means of evaluating period-to-period comparisons on a consistent basis and, for free cash flow, to reflect the cash flow trends in our business. Adjusted EBITDA is calculated as earnings before interest expense, interest income, income taxes, depreciation, and amortization, excluding income or loss from equity method investments, non-recurring and non-cash transactions, and stock-based compensation. We define Adjusted EBITDA margin as Adjusted EBITDA over total revenue. Adjusted net income attributable to Astrana is calculated as net income, excluding income or loss from equity method investments, non-recurring and non-cash transactions, stock-based compensation, amortization of intangible assets attributable to acquisitions, certain tax adjustments, and amounts related to net income or loss attributable to non-controlling interests. We define adjusted EPS - diluted as adjusted net income attributable to Astrana over weighted average shares of common stock outstanding - diluted. We define free cash flow as net cash provided by operating activities minus cash used in purchases of property and equipment.
Previous wording
The Company believes the presentation of these non-GAAP financial measures provides investors with relevant and useful information, as it allows investors to evaluate the operating performance of the business activities without having to account for differences recognized because of non-core or non-recurring financial information. When GAAP financial measures are viewed in conjunction with non-GAAP financial measures, investors are provided with a more meaningful understanding of the Company’s ongoing operating performance. In addition, these non-GAAP financial measures are among those indicators the Company uses as a basis for evaluating operational performance, allocating resources, and planning and forecasting future periods. Non-GAAP financial measures are not intended to be considered in isolation, or as a substitute for, GAAP financial measures. Other companies may calculate both EBITDA and Adjusted EBITDA differently, limiting the usefulness of these measures for comparative purposes. To the extent this Form 10-Q contains historical or future non-GAAP financial measures, the Company has provided corresponding GAAP financial measures for comparative purposes. The reconciliation between certain GAAP and non-GAAP measures is provided above.
Current wording
We believe the presentation of these non-GAAP financial measures provides investors with relevant and useful information, as it allows investors to evaluate the operating performance of the business activities without having to account for differences recognized because of non-core or non-recurring financial information. When GAAP financial measures are viewed in conjunction with non-GAAP financial measures, investors are provided with a more meaningful understanding of our ongoing operating performance. In addition, these non-GAAP financial measures are among those indicators we use as a basis for evaluating operational performance, allocating resources, and planning and forecasting future periods. Non-GAAP financial measures are not intended to be considered in isolation, or as a substitute for, GAAP financial measures. Other companies may calculate EBITDA, Adjusted EBITDA, Adjusted EBITDA margin, adjusted net income attributable to Astrana, adjusted EPS - diluted, and free cash flow differently, limiting the usefulness of these measures for comparative purposes. To the extent this Form 10-Q contains historical or future non-GAAP financial measures, we have provided corresponding GAAP financial measures for comparative purposes. The reconciliations between certain GAAP and non-GAAP measures are provided above.
Previous wording
Cash, cash equivalents, and investment in marketable securities at September 30, 2025, totaled $463.4 million, as compared to $290.8 million at December 31, 2024. Working capital totaled $253.7 million at September 30, 2025, as compared to $272.9 million at December 31, 2024, a decrease of $19.2 million.
Current wording
Cash and cash equivalents at March 31, 2026, totaled $478.4 million, as compared to $429.5 million at December 31, 2025. Working capital totaled $258.7 million at March 31, 2026, as compared to $248.0 million at December 31, 2025, an increase of $10.7 million.
Previous wording
We have historically financed our operations primarily through internally generated funds and borrowings on long-term debt. We generate cash primarily from capitation contracts, risk pool settlements and incentives, fees for medical management services provided to our affiliated physician groups, and FFS reimbursements. We generally invest cash in money market accounts and certificates of deposit, which are classified as cash and cash equivalents. In February 2025, we entered into the Second Amended and Restated Credit Agreement, which amended and restated that certain amended credit agreement and provided for a five-year revolving credit facility of $300.0 million, a term loan of $250.0 million, and a delayed-draw term loan of $745.0 million, which were primarily used to refinance certain existing indebtedness and to fund the costs associated with the Prospect Acquisition. In July 2025, we drew down on the delayed-draw term loan for $707.3 million to fund the Prospect Acquisition and terminated the remainder of the commitment. In addition, we have a current shelf registration statement filed with the SEC under which we may issue common stock, preferred stock, debt securities, and other securities that may be offered in one or more offerings on terms to be determined at the time of the offering. We believe we have sufficient liquidity to fund our operations through at least the next 12 months and the foreseeable future.
Current wording
We have historically financed our operations primarily through internally generated funds and borrowings on long-term debt. We generate cash primarily from capitation contracts, risk pool settlements and incentives, fees for medical management services provided to our affiliated physician groups, FFS reimbursements, and other revenues. We generally invest cash in money market accounts, which are classified as cash and cash equivalents. In February 2025, we entered into the Second Amended and Restated Credit Agreement, which amended and restated that certain amended credit agreement and provides for a five-year revolving credit facility of $300.0 million, a term loan of $250.0 million, and a delayed-draw term loan that was drawn for $707.3 million in July 2025, which we primarily used to refinance certain existing indebtedness and to fund the costs associated with the Prospect acquisition. We had $138.0 million remaining available under the revolving credit facility as of March 31, 2026. In addition, we have a current shelf registration statement filed with the SEC under which we may issue common stock, preferred stock, debt securities, and other securities that may be offered in one or more offerings on terms to be determined at the time of the offering. We believe we have sufficient liquidity to fund our operations through at least the next 12 months and the foreseeable future.
Previous wording
Cash provided by operating activities for the nine months ended September 30, 2025, was $117.5 million, as compared to cash provided by operating activities of $63.1 million for the nine months ended September 30, 2024. The increase in cash provided by operating activities was primarily driven by favorable changes in working capital, partially offset by lower adjusted net income. Working capital for the nine months ended September 30, 2025, increased operating cash flow by $36.1 million, compared to a $34.1 million decrease in operating cash flow for the nine months ended September 30, 2024. The change in working capital for the 2025 and 2024 periods included timing of claims payments related to our medical liabilities and a decrease in cash paid for income taxes. For the nine months ended September 30, 2025, net income, exclusive of depreciation and amortization, amortization of debt issuance cost, share-based compensation, non-cash lease expense, deferred tax, and other was $81.4 million, compared to $97.2 million for the nine months ended September 30, 2024.
Current wording
Cash provided by operating activities for the three months ended March 31, 2026, was $68.1 million, as compared to cash provided by operating activities of $16.6 million for the three months ended March 31, 2025. The increase in cash provided by operating activities was primarily driven by favorable changes in working capital relative to the three months ended March 31, 2025 and higher adjusted net income. The change in working capital for the 2026 and 2025 periods included timing of claims payments related to our medical liabilities, timing of payments for provider incentives, and a decrease in cash paid for income taxes. For the three months ended March 31, 2026, net income, exclusive of depreciation and amortization, amortization of debt issuance cost, share-based compensation, non-cash lease expense, deferred tax, change in fair value of contingent consideration liabilities, and other was $41.6 million, as compared to $24.6 million for the three months ended March 31, 2025.
Previous wording
Cash provided by financing activities during the nine months ended September 30, 2025, was $595.7 million, primarily due to borrowings of long-term debt of $1,119.3 million, offset primarily by repayments of debt of $483.3 million, payment of deferred financing costs of $19.2 million, payment of contingent liabilities for $8.3 million, tax payments from net share settlement of restricted stock awards and units of $5.6 million, and dividend payments of $6.3 million. Cash provided by financing activities during the nine months ended September 30, 2024, was $150.4 million, primarily due to borrowings on long-term debt totaling $171.9 million. This was partially offset primarily by repayment of debt of $14.8 million, tax payments from net share settlement of restricted stock of $4.0 million, and dividends paid of $2.1 million.
Current wording
Cash used in financing activities during the three months ended March 31, 2026, was $16.0 million, primarily due to repayments of debt of $12.0 million, repurchase of treasury shares of $2.9 million, tax payments from net share settlement of restricted stock awards and units of $1.2 million, and dividend payments of $0.1 million. Cash used in financing activities during the three months ended March 31, 2025, was $44.2 million, primarily due to repayments of debt of $428.2 million, payments of deferred financing costs of $17.2 million, dividends paid of $5.5 million, and taxes paid from net share settlement of restricted stock of $4.1 million, partially offset by borrowings on debt of $412.0 million.
Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
Expenses related to cost of services, excluding depreciation and amortization for the nine months ended September 30, 2025, were $1,984.8 million, as compared to $1,148.4 million for the same period in 2024, an increase of $836.3 million or 73%. The overall increase was primarily due to increased participation in a value-based Medicare FFS model and medical costs associated with both professional and institutional risk of our Restricted Knox-Keene licensed health plans as a result of our recent acquisitions, of which Prospect attributed approximately $272.3 million from the date of acquisition.
Previous report — wording carried elsewhere
Interest income for the nine months ended September 30, 2025, was $8.2 million as compared to $11.3 million for the same period in 2024, a decrease of $3.1 million or 28%. Interest income reflects interest earned on cash held in bank accounts, money market and certificate of deposit accounts, and the interest from our loan receivables. The decrease in interest income was primarily due to a decrease in our cash held in interest bearing bank accounts.