Skip to main content

agilon health, inc.

For the period ended Jun 2, 2026. Filed Apr 22, 2026.

View on SEC.gov

About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Jun 2, 2026 · Filed Apr 22, 2026

AGL$113.39-0.3%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits

Cover page

Show cover page

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. )

Filed by the Registrant☒Filed by a Party other than the Registrant☐

Check the appropriate box:

☐Preliminary Proxy Statement
☐Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☒Definitive Proxy Statement
☐Definitive Additional Materials
☐Soliciting Material Pursuant to § 240.14a-12

(Name of Registrant as Specified in its Charter)

(Name(s) of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

☒No fee required
☐Fee paid previously with preliminary materials.
☐Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

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:

1Election of three Class II directors for a three-year term ending at the 2029 Annual Meeting of Stockholders
2Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026
3Advisory 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.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.