GRUA PETER J 4

What Happened
Peter J. Grua, a director of Evolent Health, was granted 41,096 restricted stock units (RSUs) on June 4, 2026. The award was reported at $0.00 per share (standard for RSU grants), i.e., no cash purchase—this is a compensation award rather than a market transaction. The RSUs were granted under the Amended and Restated Evolent Health, Inc. 2015 Omnibus Incentive Compensation Plan.

Key Details

• Transaction date: June 4, 2026; Form 4 filed June 8, 2026 (within the typical two-business-day Form 4 window).
• Transaction type/code: A = Award/Grant.
• Shares granted: 41,096 RSUs at $0.00 (no cash exchanged).
• Vesting: RSUs vest on the earlier of June 4, 2027, or the Company’s 2027 annual meeting, subject to continued service (footnote F2).
• Post-transaction holdings: Not disclosed in this filing.
• Other footnotes: Grant pursuant to the 2015 Omnibus Incentive Plan (F1). Shares are held in a trust for Mr. Grua’s sole benefit; he is sole trustee with sole voting and dispositive power (F3).

Context
RSUs are a form of equity compensation that convert into shares if and when they vest; they do not represent an immediate market purchase or sale. Because vesting is conditioned on continued service, these awards are typically compensation incentives rather than direct signals of buying/selling intent. The trust arrangement indicates the awarded shares will be held for the director’s benefit, and he retains control over voting and disposition.