agilon health, inc.
For the period ended Jun 2, 2026. Filed Apr 22, 2026.
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Jun 2, 2026 · Filed Apr 22, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
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Health Care Reimagined.
2026 Proxy Statement
Executive Chairman Message.
Dear agilon health Stockholder:
agilon health’s mission is clear and enduring: to empower community-based primary care
physicians to deliver better care for seniors while creating sustainable, long-term value for
all stakeholders. As we reflect on our progress and look ahead, we are encouraged by the
strength of our Total Care Model, the execution of our transformation initiatives, and the
expanding opportunity within Medicare Advantage and value-based care.
The power of our Total Care Model
At the core of agilon’s strategy is our Total Care Model, which aligns physicians, payors
and patients around better outcomes and lower total cost of care. By combining local
On behalf of our Board
of Directors and the
entire agilon team, thank
you for your continued
trust and support as we
empower physicians to
deliver better care for
seniors and build long-
term value.
physician leadership with advanced clinical and operational capabilities, we have
established a platform that supports consistent performance across diverse markets and
enables our partners to focus on what matters most: providing high-quality, coordinated
care for seniors.
Our clinical pathway programs — designed to reimagine how we deliver end-to-end care
for certain chronic conditions such as heart failure — are playing an important role in our
model. Since launching the heart failure pathway in 2025, we have seen early encouraging
indicators of improvement in both patient outcomes and cost. In 2026, we are expanding
our pilot pathway programs in chronic obstructive pulmonary disease (COPD) and
dementia, which we believe have the potential to provide additional benefits for patients
and agilon.
We have also continued to focus on our quality performance and closing gaps in care. This
past October, the Centers for Medicare & Medicaid Services (CMS) released its 2026 Stars
ratings, which will impact 2027. Approximately 75% of patients on the agilon platform are
expected to be in 4+ STAR plans, an increase from 71% in the 2026 payment year and
above the overall Medicare Advantage market of 65%. For the 2026 STAR ratings, agilon
achieved a consolidated average of 4.2 Stars across our markets, which we believe supports
improved payor economics more closely aligned with agilon's strong quality performance.
Palliative care — which proactively supports patients with advanced illness, such as late-
stage heart failure, metastatic cancer or significant multi-morbidity — is another core
extension of our Total Care Model. Representing a small subset of our population, our
palliative care program has expanded steadily over the last year, improving quality of life
and care coordination while helping reduce avoidable late-stage utilization, particularly
inpatient admissions and emergency care. Most importantly, patients and their families
have clearer goal-of-care discussions, more coordinated support and high satisfaction with
the program, which has a Net Promotor Score of +88. This is designed to support quality
outcomes and physician satisfaction, which are both critical to our long-term success.
Executing our transformation initiatives
Over the past year, we have focused on disciplined execution to strengthen our foundation
and drive improved, sustainable performance over time. Priorities include:
enhanced clinical and financial analytics that allow earlier identification, diagnosis
and intervention of high-risk conditions;
disciplined contracting with payors to better reflect the reality of today’s
environment, care costs and plan-initiated decisions;
improved medical cost management;
operational efficiency; and
continued investment in talent, technology and practice enablement capabilities.
Our expanding opportunity in value-based care
The need for our model has remained compelling. Physicians and payors recognize the value we bring, while demographic
trends, rising care complexity and continued affordability pressures reinforce the importance of physician-led, value-based
care. Our focus remains on what we can control: executing our model, supporting physicians and managing risk prudently.
We believe agilon’s scale and durability of our platform — together with our physician partner practices, including
approximately 2,300 primary care physicians — position us to play a meaningful role in this transformation.
We are also encouraged by the continued performance of our Accountable Care Organizations (ACO) operating within the
ACO Realizing Equity, Access, and Community Health (REACH) model, where several of our physician partners continue to
deliver strong quality outcomes while managing total cost of care for traditional Medicare beneficiaries. These results
support our belief in the clinical rigor and scalability of our approach.
Board and stockholder engagement
Our Board remains actively engaged in overseeing the Company’s strategy, leadership and governance. Following last
year’s executive leadership transition, the Board established an Office of the Executive Chairman to maintain continuity and
support execution while conducting a search for a permanent chief executive officer. I have confidence in the leadership
team guiding the Company during this period and in the governance framework supporting agilon’s long-term success.
As Executive Chairman, and as someone who has been closely involved with agilon since its founding, I remain confident in
the Company’s purpose and potential. Seniors deserve better care. Communities benefit when health care is delivered
locally, thoughtfully and with accountability. agilon is well positioned to help make that possible.
We encourage you to review the accompanying proxy statement and to participate in agilon’s upcoming Annual Meeting of
Stockholders on June 2, 2026. On behalf of the Board of Directors and the entire agilon team, thank you for your continued
trust and support.
Sincerely,
Ronald Williams
Executive Chairman
Notice of Annual
Meeting of Stockholders.
To the stockholders of agilon health, inc.:
DATE
Tuesday,
June 2, 2026
TIME
12:00 p.m.,
Eastern Time
LOCATION
www.virtualshare
holdermeeting.com/
AGL2026
Notice is hereby given of the 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of
agilon health, inc. (the “Company" or "agilon").
AGENDA
At the meeting, stockholders will consider and vote on the following matters:
| 1 | Election of three Class II directors for a three-year term ending at the 2029 Annual Meeting of Stockholders |
| 2 | Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026 |
| 3 | Advisory vote to approve the compensation paid to the Company’s named executive officers |
Stockholders will also be asked to transact such other business as may properly come before
the Annual Meeting or any reconvened meeting following any adjournment or postponement
The Company hosts its
Annual Meeting virtually
to expand access to the
meeting, improve
communications and
lower the cost to
stockholders, the
Company and the
environment.
The Company believes
that the virtual Annual
Meeting should enable
increased stockholder
participation from
locations around
the world.
thereof.
The Board of Directors of agilon health, inc. (the "Board") recommends that you vote“FOR”
the election of each of the nominees named in Proposal 1 of this proxy statement and“FOR”
each of Proposals 2 and 3. Information about the matters to be acted upon at the Annual
Meeting is contained in the accompanying proxy statement.
Please refer to the Proxy Statement Summary on page 1 for instructions on how to vote
your shares.
All stockholders shall receive these materials via the Internet rather than in paper form. This
delivery process will lower the costs of printing and distribution of proxy materials and reduce
environmental impact, without impacting stockholders’ timely access to this important
information. Accordingly, stockholders of record at the close of business on April 8, 2026 will
receive a Notice of Internet Availability of Proxy Materials (the “Notice of Internet Availability”)
and may vote at the Annual Meeting. Such stockholders will also receive notice of any
postponements or adjournments of the meeting. The Notice of Internet Availability is being
distributed to stockholders on or about April 22, 2026.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.