Oscar Health, Inc.
|
(Name of Issuer)
|
Class A Common Stock, par value $0.00001 per share
|
(Title of Class of Securities)
|
687793109
|
(CUSIP Number)
|
December 31, 2023
|
(Date of Event Which Requires Filing of this Statement)
|
☐
|
Rule 13d-1(b)
|
☐
|
Rule 13d-1(c)
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☒
|
Rule 13d-1(d)
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1
|
NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
|||
CapitalG 2015 LP
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
|
|||
(a) ☐
|
||||
(b) ☒
|
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
|||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|||
PN
|
1
|
NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
|||
CapitalG 2015 GP LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
|
|||
(a) ☐
|
||||
(b) ☒
|
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
|||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|||
OO
|
1
|
NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
|||
CapitalG LP
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
|
|||
(a) ☐
|
||||
(b) ☒
|
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
|||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|||
PN
|
1
|
NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
|||
CapitalG GP LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
|
|||
(a) ☐
|
||||
(b) ☒
|
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
|||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|||
OO
|
13
|
NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
|||
GV 2014, L.P.
|
||||
14
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
|
|||
(a) ☐
|
||||
(b) ☒
|
||||
15
|
SEC USE ONLY
|
|||
16
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
17
|
SOLE VOTING POWER
|
||
481,988
|
||||
18
|
SHARED VOTING POWER
|
|||
0
|
||||
19
|
SOLE DISPOSITIVE POWER
|
|||
481,988
|
||||
20
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
21
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
481,988
|
||||
22
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
|||
23
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.3%
|
||||
24
|
TYPE OF REPORTING PERSON (See Instructions)
|
|||
PN
|
25
|
NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
|||
GV 2014 GP, L.L.C.
|
||||
26
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
|
|||
(a) ☐
|
||||
(b) ☒
|
||||
27
|
SEC USE ONLY
|
|||
28
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
29
|
SOLE VOTING POWER
|
||
481,988
|
||||
30
|
SHARED VOTING POWER
|
|||
0
|
||||
31
|
SOLE DISPOSITIVE POWER
|
|||
481,988
|
||||
32
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
33
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
481,988
|
||||
34
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
|||
35
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.3%
|
||||
36
|
TYPE OF REPORTING PERSON (See Instructions)
|
|||
OO
|
1
|
NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
|||
Verily Life Sciences LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
|
|||
(a) ☐
|
||||
(b) ☒
|
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
5
|
SOLE VOTING POWER
|
||
0
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
0
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
0
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
|||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.0%
|
||||
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|||
OO
|
1
|
NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
|||
Alphabet Holdings LLC
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
|
|||
(a) ☐
|
||||
(b) ☒
|
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
5
|
SOLE VOTING POWER
|
||
1,629,087
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
1,629,087
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
1,629,087
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
|||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.9%
|
||||
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|||
OO
|
1
|
NAME OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY). |
|||
Alphabet Inc.
|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
|
|||
(a) ☐
|
||||
(b) ☒
|
||||
3
|
SEC USE ONLY
|
|||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|||
Delaware
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
5
|
SOLE VOTING POWER
|
||
1,629,087
|
||||
6
|
SHARED VOTING POWER
|
|||
0
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|||
1,629,087
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|||
0
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
1,629,087
|
||||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ☐
|
|||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|||
0.9%
|
||||
12
|
TYPE OF REPORTING PERSON (See Instructions)
|
|||
CO
|
Item 1. | (a) | Name of Issuer |
(b) |
Address of Issuer’s Principal Executive Offices
|
Item 2. | (a) | Name of Person Filing |
• |
CapitalG 2015 LP, a Delaware limited partnership;
|
• |
CapitalG 2015 GP LLC, a Delaware limited liability company;
|
• |
CapitalG LP, a Delaware limited partnership;
|
• |
CapitalG GP LLC, a Delaware limited liability company;
|
• |
GV 2014, L.P., a Delaware limited partnership;
|
• |
GV 2014 GP, L.L.C., a Delaware limited liability company;
|
• |
Verily Life Sciences LLC, a Delaware limited liability company;
|
• |
Alphabet Holdings LLC, a Delaware limited liability company; and
|
• |
Alphabet Inc., a Delaware corporation.
|
(b) |
Address of Principal Business Office or, if none, Residence
|
Mountain View, CA 94043
(c) |
Citizenship
|
(d) |
Title of Class of Securities
|
Item 3. |
If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
|
Item 4. |
Ownership.
|
(a) |
Amount beneficially owned:
|
(b) |
Percent of class:
|
(c) |
Number of shares as to which the person has:
|
Item 5. |
Ownership of Five Percent or Less of a Class.
|
Item 6. |
Ownership of More than Five Percent on Behalf of Another Person.
|
Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
|
Item 8. |
Identification and Classification of Members of the Group.
|
Item 9. |
Notice of Dissolution of Group.
|
Item 10. |
Certification.
|