American Well Corp 8-K

What Happened
American Well Corporation (AMWL) announced on an 8-K that it amended and extended its Master Services Agreement (MSA) with Elevance Health (f/k/a Anthem) and entered a related Statement of Work (SOW) updating the company's Healthy Impact offerings. The amendment was executed Dec 24–25, 2025 and is effective Jan 1, 2026. Under the Agreements, American Well operates a white‑labeled digital care platform for Elevance Health branded as LiveHealth Online® and receives annual subscription fees plus fees for agreed professional, development, innovation and engagement marketing services.

Key Details

• Amendment dates: MSA amendment dated Dec 24, 2025; Healthy Impact SOW dated Dec 25, 2025; effective Jan 1, 2026.
• Term: Each of the MSA and the Healthy Impact SOW has a three‑year term (Jan 1, 2026 – Jan 1, 2029) and thereafter auto‑renews for successive one‑year terms unless terminated.
• Termination: Either party may terminate for material breach (after cure period), bankruptcy, or other specified events; Elevance Health may also terminate for convenience with 365 days’ notice and for certain security/confidentiality breaches or change‑of‑control events.
• Provider agreements: Online Care Group, P.C. (AMWL’s clinical partner) amended two provider agreements with Elevance Health entities to continue providing prioritized access to a 50‑state clinician network for LiveHealth Online, with access and per‑consultation fees; these agreements mirror the 3‑year term and renewal/termination mechanics.

Why It Matters
The filing confirms continuation and formal renewal of a material commercial relationship that underpins American Well’s white‑label platform revenue stream (subscription and per‑service fees) and its clinician network arrangements via Online Care Group. For investors, the multi‑year terms and auto‑renewal provisions support revenue visibility from this partner, while the 365‑day convenience termination right and other termination provisions highlight contract flexibility for Elevance Health. The agreements are filed as exhibits (with limited redactions) to the 8‑K.