Evolent Announces Second Quarter 2026 Results

WASHINGTON, Aug. 6, 2026 /PRNewswire/ -- Evolent Health, Inc. (NYSE: EVH) ("Evolent" or the "Company"), a company that specializes in better health outcomes for people with complex conditions through proven solutions that make health care simpler and more affordable, today announced financial results for the three months ended June 30, 2026.

Seth Blackley, Co-Founder and Chief Executive Officer of Evolent stated, "We believe our results for the second quarter of 2026, our updated 2026 guidance and our 2027 outlook all demonstrate that Evolent is delivering strong growth, profitability and cash flow. We are confident in our emerging AI-led operational model that we believe allows us to deliver excellent client and clinical outcomes, while being highly disciplined with our cost structure."

Mario Ramos, Chief Financial Officer of Evolent stated, "Looking ahead to 2027, based on contracts in place today, upcoming launches scheduled and the strong continuing demand for our oncology solution, we expect to see revenue growth of over 25% compared to 2026. We expect the midpoint of our 2027 Adjusted EBITDA outlook will be at or above $150 million driven by expected improved Performance Suite care margins and a strong focus on expense reductions, despite significant continued industry headwinds from Medicaid and other client specific membership attrition. We also expect improved cash flow conversion, which, together with targeted debt reduction initiatives we are currently evaluating, we believe provides a clear path to addressing our capital structure and enhancing financial flexibility."

Highlights include (dollars in thousands, except for average PMPM fees and revenue per case):

Revenue

$652,520

$444,328

Net loss attributable to common shareholders of Evolent Health, Inc.

$ (28,364)

$ (51,090)

Net loss margin

(4.3)%

(11.5)%

Adjusted EBITDA

$28,050

$37,547

Adjusted EBITDA Margin

4.3%

8.5%

Performance Suite

6,715

6,490

Specialty Technology and Services Suite

75,641

77,019

Administrative Services

1,189

1,231

Cases

12

13

Average Unique Members

39,956

40,201

Performance Suite

$24.05

$13.76

Specialty Technology and Services Suite

0.34

0.35

Administrative Services

13.46

15.13

Cases

3,608

2,969

Medical Expense Ratio

95.3%

80.0%

Medical Expense Ratio excluding Evolent Care Partners

95.3%

84.9%

The rising medical costs impacting health plans continue to drive robust demand for Evolent's complex specialty care solutions.

Evolent has two partnership announcements, bringing the year-to-date total to four:

• First, we are preparing for the go live of an Oncology Performance Suite partnership with an existing advanced imaging client. The partnership will cover approximately 1.5 million lives across Medicaid and Medicare populations spread through 11 states. We currently expect this business to launch by December 2026, subject to certain regulatory approvals, and generate approximately $300 million in annualized revenue. As with other recent Performance Suite arrangements, this relationship includes Evolent's full enhanced contractual protections.

• Second, an existing Specialty Technology & Services Suite client, a regional Blues plan customer, has signed an agreement to broaden its use of our Specialty Technology & Services Suite by adding new products and extending existing solutions to additional populations. We expect these implementations to occur during the third and fourth quarters of this year and annualized revenue from this contract to be less than $5 million.

Financial Results of Evolent Health, Inc.

In our earnings releases, prepared remarks, conference calls, slide presentations and webcasts, we may use or discuss financial measures not prepared in accordance with generally accepted accounting principles ("GAAP"). Definitions of the non-GAAP financial measures as well as reconciliations of non-GAAP financial measures to the most directly comparable GAAP financial measures are presented herein. See "Non-GAAP Financial Measures" for more information.

Reported Results

Evolent Health, Inc. reported the following results in accordance with GAAP (dollars in thousands, except for per share data):

Revenue

$652,520

$444,328

Cost of revenue

$571,684

$343,943

Selling, general and administrative expenses

$68,831

$75,209

Net loss attributable to common shareholders of Evolent Health, Inc.

$ (28,364)

$ (51,090)

Net loss margin

(4.3)%

(11.5)%

Loss per share attributable to common shareholders of Evolent Health, Inc.

Basic and diluted

$ (0.25)

$ (0.44)

Total cash and cash equivalents was $115.7 million as of June 30, 2026.

Adjusted Results

Evolent Health, Inc. reported the following adjusted results (dollars in thousands, except for per share data):

Adjusted cost of revenue

$570,989

$342,893

Adjusted selling, general and administrative expenses

$53,481

$63,888

Adjusted EBITDA

$28,050

$37,547

Adjusted EBITDA margin

4.3%

8.5%

Adjusted income (loss) attributable to common shareholders

$2,226

$ (11,013)

Adjusted income (loss) per share attributable to common shareholders:

Basic and diluted

$0.02

$ (0.10)

The Company does not believe it can meaningfully reconcile guidance for non-GAAP Adjusted EBITDA to net income (loss) attributable to common shareholders of Evolent Health, Inc. because the Company cannot provide guidance for the more significant reconciling items between net income (loss) attributable to common shareholders of Evolent Health, Inc. and Adjusted EBITDA without unreasonable effort. This is due to the fact that future period non-GAAP guidance includes adjustments for items not indicative of our core operations, and as a result from changes to our business due to transactions and other events. Such items may, from time to time, include change in tax receivable agreement liability, other refinancing fees, gain (loss) from equity method investees, gain (loss) on repayment/extinguishment of debt, other income (expense), gain (loss) on disposal of non-strategic assets, goodwill impairments, right-of-use asset impairments, gain (loss) on lease terminations, stock-based compensation expense, severance costs and transaction-related costs. Such adjustments may be affected by changes in ongoing assumptions, judgments, as well as nonrecurring, unusual or unanticipated charges, expenses or gains (losses) or other items that may not directly correlate to the underlying performance of our business operations. The exact amount of these adjustments is not currently determinable but may be significant.

Full Year 2026 Guidance

Incorporating its year-to-date performance, the Company is raising its 2026 revenue guidance range to $2.6 to $2.7 billion. The Company is also tightening its Adjusted EBITDA guidance range to $120 to $135 million.

Additional Outlook Information

The Company expects to deploy $25 million to $30 million in cash for capitalized software development during 2026.

This "Business Outlook" section contains forward-looking statements, and actual results may differ materially. Factors that may cause actual results to differ materially from our current expectations in addition to those set forth above are set forth below in "Forward Looking Statements - Cautionary Language" and Evolent Health, Inc.'s filings with the Securities and Exchange Commission ("SEC").

Evolent Health, Inc. will hold a conference call to discuss its financial performance and related matters this morning, August 6, 2026, at 8:00 a.m., Eastern Time. To listen to a live broadcast via the internet and view the accompanying materials, please visit the Company's Investor Relations website at http://ir.evolent.com. To participate by telephone, dial (855) 940-9467, or (412) 317-6034 for international callers, and ask to join the "Evolent Health call." Participants are advised to dial in at least fifteen minutes prior to the call to register. The call will be archived on the Company's website for one week and will be available beginning later this evening. Evolent invites all interested parties to attend the conference call.

Evolent specializes in better health outcomes for people with complex conditions through proven solutions that make health care simpler and more affordable. Evolent serves a national base of leading payers and providers and is consistently recognized as a top place to work in health care nationally. Learn more about how Evolent is changing the way health care is delivered by visiting evolent.com.

Revenue Agreements

Evolent reports the number of new revenue agreements signed for Performance Suite, Specialty Technology and Services Suite, Administrative Services and Case-based products. A new revenue agreement includes incremental revenue to the Company reflecting contracts for services to both new partner entities, corporations or health plans as well as additional sales to existing partners. New revenue agreements may include incremental services, geographic, or line of business expansions or a combination thereof. The conversion of Specialty Technology and Services Suite contracts to Performance Suite are also included in this definition. The Company does not count renewals for existing scope, growth of membership within an existing contract scope or transaction-related purchase agreements, if applicable, in this metric.

Lives on Platform and Per Member Per Month ("PMPM") Fee

Performance Suite Lives on Platform are calculated by summing monthly members covered for specialty care services for contracts not under ASO arrangements divided by the number of months in the period. Specialty Technology and Services Suite Lives on Platform are calculated by summing monthly members covered for oncology, cardiology, musculoskeletal, advanced imaging and other diagnostic specialty care services for contracts under ASO arrangements divided by the number of months in the period. Administrative Services Lives on Platform are calculated by summing monthly members covered for administrative services implementation and core performance services divided by the number of months in the period. Cases are calculated by summing the number of individuals receiving services through our surgery management and advanced care planning programs in a given period. Members covered for more than one category are counted in each category.

Performance Suite Average PMPM fee is defined as revenue pertaining to our Performance Suite during the period reported divided by Performance Suite Lives on Platform for the period divided by the number of months in the period. Specialty Technology and Services Suite Average PMPM fee is defined as revenue pertaining to the Specialty Technology and Services Suite during the period reported divided by Specialty Technology and Services Suite Lives on Platform for the period divided by the number of months in the period. Administrative Services Average PMPM fee is defined as revenue pertaining to the Administrative Services during the period reported divided by the Administrative Services Lives on Platform for the period divided by the number of months in the period. Revenue per Case is calculated by the revenue pertaining to surgery management and advanced care planning programs divided by the number of cases for a given period.

Average Unique Members are calculated by summing members covered by our Performance Suite, Specialty Technology and Services Suite and Administrative Services. In cases where partners cross between multiple solutions, we only capture members from the solution with the maximum number of members.

Management uses Lives on Platform, PMPM fees, Cases, Revenue per Case and Average Unique Members because we believe that they provide insight into the unit economics of our services. We believe that these measures are also useful to investors because they allow further insight into the period over period operational performance.

Medical Expense Ratio

Medical Expense Ratio ("MER") is a key performance indicator used by management for purposes of monitoring operating performance and is calculated as GAAP total claims incurred related to our specialty care management services solution divided by GAAP revenue related to our Performance Suite. Management believes MER is useful to investors because it provides insight into the efficiency with which medical costs are managed relative to revenue and helps identify trends in the underlying performance. For periods prior to the consummation of the sale of Evolent Care Partners ("ECP") in December 2025, we present non-GAAP MER excluding revenues from ECP because is not indicative of ongoing operations.

$652,520

$444,328

$1,148,766

$927,977

Cost of revenue

571,684

343,943

984,156

725,121

Selling, general and administrative expenses

68,831

75,209

141,649

153,618

Depreciation and amortization expenses

21,566

23,141

43,121

47,199

Loss on lease termination

—

—

—

1,906

Change in fair value of contingent consideration

—

3,206

—

2,926

Operating expenses

662,081

445,499

1,168,926

930,770

Operating loss

(9,561)

(1,171)

(20,160)

(2,793)

Interest income

703

1,084

1,717

2,358

Interest expense

(16,859)

(11,601)

(33,727)

(21,986)

Gain (loss) from equity method investees

(41)

197

(52)

178

Loss on option exercise

—

(196)

—

(52,544)

Extinguishment of Series A Preferred Stock and other refinancing fees

—

(9,000)

—

(9,000)

Other income (expense), net

109

(35)

851

(83)

Loss before income taxes

(25,649)

(20,722)

(51,371)

(83,870)

Provision for (benefit from) income taxes

2,715

(825)

3,625

645

Loss before preferred dividends and accretion of Series A Preferred Stock including excise tax

(28,364)

(19,897)

(54,996)

(84,515)

Dividends and accretion of Series A Preferred Stock

—

(31,193)

—

(38,825)

Net loss attributable to common shareholders of Evolent Health, Inc.

$ (28,364)

$ (51,090)

$ (54,996)

$ (123,340)

Basic and diluted

$ (0.25)

$ (0.44)

$ (0.49)

$ (1.07)

Basic and diluted

112,542

115,882

112,225

115,600

Net loss attributable to common shareholders of Evolent Health, Inc.

$ (28,364)

$ (51,090)

$ (54,996)

$ (123,340)

Other comprehensive loss, net of taxes, related to:

Foreign currency translation adjustment

—

22

(1,002)

46

Total comprehensive loss attributable to common shareholders of Evolent Health, Inc.

$ (28,364)

$ (51,068)

$ (55,998)

$ (123,294)

(in thousands, except share data)

(unaudited)

Current assets:

Cash and cash equivalents

$115,703

$151,856

Restricted cash

22,990

26,134

Accounts receivable, net

449,118

309,861

Prepaid expenses and other current assets

22,699

18,521

Total current assets

610,510

506,372

Restricted cash

2,773

2,706

Investments and equity method investees

8,764

8,966

Property and equipment, net

81,921

80,785

Right-of-use assets - operating

2,710

4,373

Prepaid expenses and other noncurrent assets

2,308

3,078

Contract cost assets

14,047

13,537

Intangible assets, net

554,427

584,937

Goodwill

694,434

694,482

Total assets

$1,971,894

$1,899,236

Current liabilities:

Accounts payable

$38,823

$59,776

Accrued liabilities

43,897

65,755

Operating lease liability - current

1,541

15,343

Accrued compensation and employee benefits

28,966

50,987

Deferred revenue

1,208

1,203

Reserve for claims and performance - based arrangements

378,398

192,196

Total current liabilities

492,833

385,260

Long-term debt, net

966,467

970,537

Other long-term liabilities

8,092

8,012

Tax receivables agreement liability

108,909

108,909

Operating lease liabilities - noncurrent

2,426

3,818

Deferred tax liabilities, net

9,944

7,506

Total liabilities

1,588,671

1,484,042

Class A common stock - $0.01 par value; 750,000,000 shares authorized; 118,656,443 and 117,603,806 shares issued, respectively

1,187

1,176

Additional paid-in-capital

1,817,414

1,793,398

Accumulated other comprehensive loss

(3,626)

(2,624)

Retained earnings (accumulated deficit)

(1,370,323)

(1,315,327)

Treasury stock, at cost; 5,971,712 and 5,971,712 shares issued, respectively

(61,429)

(61,429)

Total shareholders' equity

383,223

415,194

Total liabilities and shareholders' equity

$1,971,894

$1,899,236

(unaudited, in thousands)

Loss before preferred dividends and accretion of Series A Preferred Stock

$ (54,996)

$ (84,515)

Adjustments to reconcile net loss to net cash and restricted cash used in operating activities:

Change in fair value of contingent consideration

—

2,926

Loss (gain) from equity method investees

52

(178)

Extinguishment of Series A Preferred Stock and other refinancing fees

—

9,000

Loss on option exercise

—

52,544

Depreciation and amortization expenses

43,121

47,199

Stock-based compensation expense

25,850

22,661

Deferred tax benefit

2,970

(570)

Amortization of contract cost assets

2,023

2,523

Amortization of deferred financing costs

5,930

2,403

Loss on lease termination

—

1,906

Right-of-use operating assets

1,663

792

Changes in assets and liabilities, net of acquisitions:

Accounts receivable, net and contract assets

(139,257)

55,925

Prepaid expenses and other current and non-current assets

(4,031)

(1,803)

Contract cost assets

(2,533)

(1,649)

Accounts payable

(17,810)

18,189

Accrued liabilities

(22,350)

(5,867)

Operating lease liabilities

(15,194)

(20,973)

Accrued compensation and employee benefits

(22,021)

4,543

Deferred revenue

5

(174)

Reserve for claims and performance-based arrangements

186,202

(131,454)

Other long-term liabilities

80

803

Net cash and restricted cash used in operating activities

(10,296)

(25,769)

Cash paid for asset acquisitions and business combinations

—

(56,047)

Return of equity method investments

150

788

Purchases of investments and contributions to equity method investees

—

(1,000)

Investments in internal-use software and purchases of property and equipment

(13,255)

(17,365)

Net cash and restricted cash used in investing activities

(13,105)

(73,624)

Changes in working capital balances related to claims processing

(3,143)

(44,754)

Payment of contingent consideration

—

(1,000)

Proceeds from issuance of long-term debt, net of offering costs

—

221,000

Repayment of debt

(10,000)

(62,500)

Payment of preferred dividends

—

(9,198)

Taxes withheld and paid for vesting of equity awards

(1,823)

(4,621)

Net cash and restricted cash (used in) provided by financing activities

(14,966)

98,927

Effect of exchange rate on cash and cash equivalents and restricted cash

(863)

(60)

Net decrease in cash and cash equivalents and restricted cash

(39,230)

(526)

Cash and cash equivalents and restricted cash as of beginning-of-period

180,696

178,496

Cash and cash equivalents and restricted cash as of end-of-period

$141,466

$177,970

The Company views the following activities as integral to understanding its non-GAAP financial measures:

• Transaction-related costs include but are not limited to integration consultants, investor outreach services, external valuation and accounting advisory services, legal fees, transaction bonuses paid to certain employees and other transaction related costs. We adjust these costs because transaction-related costs are expensed when incurred and are not indicative of Evolent's normal operating costs.

• Purchase accounting adjustments include amortization expense on intangible assets such as corporate trade names, customer, relationships, provider network contracts and existing technology related to acquisitions and business combinations. We believe it is important for the reader to understand that revenue generated from acquisitions is included within revenue in calculating adjusted income to common shareholders however amortization expense from acquired intangible assets is excluded in determining adjusted income to common shareholders because it does not directly relate to the services performed for the Company's customers.

In addition to disclosing financial results that are determined in accordance with GAAP, we present Adjusted Cost of Revenue, Adjusted Selling, General and Administrative Expenses, Adjusted EBITDA, Adjusted EBITDA Margin and Adjusted Income (Loss) Attributable to Common Shareholders, which are all non-GAAP financial measures, as supplemental measures to help investors evaluate our fundamental operational performance.

Adjusted Cost of Revenue and Adjusted Selling, General and Administrative Expenses are defined as cost of revenue and selling, general and administrative expenses calculated in accordance with GAAP, respectively, adjusted to exclude the impact of stock-based compensation expenses, severance costs and transaction-related costs. Management believes Adjusted Cost of Revenue and Adjusted Selling, General and Administrative Expenses are useful to investors, because they facilitate an understanding of our long-term operational costs while removing the effect of costs that are not a representative component of the day-to-day operating performance of our business, and are useful to management as supplemental performance measures.

Adjusted EBITDA is defined as net loss attributable to common shareholders of Evolent Health, Inc. before interest income, interest expense, benefit from (provision for) income taxes, depreciation and amortization expenses, extinguishment of Series A Preferred Stock and other refinancing fees, gain (loss) from equity method investees, loss on option exercise, change in fair value of contingent consideration, other income (expense), net, loss on lease termination, stock-based compensation expense, severance costs, dividends and accretion of Series A Preferred Stock and transaction-related costs.

Management believes that Adjusted EBITDA is useful to investors because it allows investors to evaluate the Company's performance using tools that management uses to evaluate past performance and prospects for future performance. Management also uses Adjusted EBITDA as a supplemental performance measure because the removal of adjustments to net loss attributable to common shareholders of Evolent Health, Inc. allows us to focus on operational performance.

Adjusted EBITDA Margin is defined Adjusted EBITDA divided by Revenue. Management believes that this measure is useful to investors because it allows further insight into the period over period operational performance. Management also uses Adjusted EBITDA Margin as a supplemental performance measure because it allows the investor to understand operational performance compared to revenues over time.

Adjusted Income (Loss) Attributable to Common Shareholders is defined as net loss attributable to common shareholders of Evolent Health, Inc. adjusted to gain (loss) from equity method investees, other income (expense), net, benefit from (provision for) income taxes, change in fair value of contingent consideration, extinguishment of Series A Preferred Stock and other refinancing fees, loss on option exercise, purchase accounting adjustments, loss on lease termination, stock-based compensation expense, severance costs, transaction-related costs and the tax impact of non-GAAP adjustments.

Adjusted Income (Loss) per Share Attributable to Common Shareholders is defined as Adjusted Income (Loss) Attributable to Common Shareholders divided by Weighted-Average Common Shares, and reflects the adjustments made in those non-GAAP measures.

Management believes that Adjusted Income (Loss) Attributable to Common Shareholders and Adjusted Income (Loss) per Share Attributable to Common Shareholders are useful to investors because they provide a measure of the Company's net profitability on a more comparable basis to historical periods and provide a more meaningful basis for forecasting future performance.

These adjusted measures do not represent and should not be considered as alternatives to GAAP measurements, and our calculations thereof may not be comparable to similarly entitled measures reported by other companies. A reconciliation of these adjusted measures to their most comparable GAAP financial measures is presented in the tables below. We believe these measures are useful across time in evaluating our fundamental core operating performance.

(unaudited, in thousands)

Cost of revenue

$571,684

$343,943

$984,156

$725,121

Less:

Stock-based compensation

695

1,050

1,214

1,707

Adjusted cost of revenue

$570,989

$342,893

$982,942

$723,414

Selling, general and administrative expenses

$68,831

$75,209

$141,649

$153,618

Less:

Stock-based compensation

14,506

10,530

24,636

20,954

Severance costs

275

791

275

1,805

Transaction-related costs

569

—

1,031

703

Adjusted selling, general and administrative expenses

$53,481

$63,888

$115,707

$130,156

(unaudited, in thousands except MER percentages)

Revenue

Performance Suite

$484,503

$267,917

$807,806

$570,938

Specialty Technology and Services Suite

78,161

81,401

158,960

164,222

Administrative Services

47,989

55,880

97,576

113,071

Cases

41,867

39,130

84,424

79,746

Total revenue

652,520

444,328

1,148,766

927,977

Less:

Revenue from Evolent Care Partners

—

15,469

—

73,268

Performance Suite revenue less revenue from Evolent Care Partners

484,503

252,448

807,806

497,670

Total claims incurred related to our specialty care management services solution

461,520

214,247

763,297

420,239

Medical expense ratio

95.3%

80.0%

94.5%

73.6%

Medical expense ratio excluding Evolent Care Partners

95.3%

84.9%

94.5%

84.4%

(unaudited, in thousands)

$ (28,364)

$ (51,090)

$(54,996)

$(123,340)

Net loss margin

(4.3)%

(11.5)%

(4.8)%

(13.3)%

Less:

Interest income

703

1,084

1,717

2,358

Interest expense

(16,859)

(11,601)

(33,727)

(21,986)

Benefit from (provision for) income taxes

(2,715)

825

(3,625)

(645)

Depreciation and amortization expenses

(21,566)

(23,141)

(43,121)

(47,199)

Extinguishment of Series A Preferred Stock and other refinancing fees

—

(9,000)

—

(9,000)

Gain (loss) from equity method investees

(41)

197

(52)

178

Loss on option exercise

—

(196)

—

(52,544)

Change in fair value of contingent consideration

—

(3,206)

—

(2,926)

Other income (expense), net

109

(35)

851

(83)

Loss on lease termination

—

—

—

(1,906)

Stock-based compensation expense

(15,201)

(11,580)

(25,850)

(22,661)

Severance costs

(275)

(791)

(275)

(1,805)

Dividends and accretion of Series A Preferred Stock

—

(31,193)

—

(38,825)

Transaction-related costs

(569)

—

(1,031)

(703)

$28,050

$37,547

$50,117

$74,407

4.3%

8.5%

4.4%

8.0%

(unaudited, in thousands, except per share data)

$ (28,364)

$ (51,090)

$ (54,996)

$ (123,340)

Less:

Loss from equity method investees

(41)

197

(52)

178

Other income (expense), net

109

(35)

851

(83)

Benefit from (provision for) income taxes

(2,715)

825

(3,625)

(645)

Change in fair value of contingent consideration

—

(3,206)

—

(2,926)

Extinguishment of Series A Preferred Stock and other refinancing fees

—

(9,000)

—

(9,000)

Loss on option exercise

—

(196)

—

(52,544)

Purchase accounting adjustments

(12,490)

(13,364)

(24,980)

(26,729)

Loss on lease termination

—

—

—

(1,906)

Stock-based compensation expense

(15,201)

(11,580)

(25,850)

(22,661)

Severance costs

(275)

(791)

(275)

(1,805)

Transaction-related costs

(569)

—

(1,031)

(703)

Tax impact (1)

592

(2,927)

(7)

(948)

$2,226

$ (11,013)

$ (27)

$ (3,568)

Loss per share attributable to common shareholders

Basic and diluted

$ (0.25)

$ (0.44)

$ (0.49)

$ (1.07)

Adjusted income (loss) per share attributable to common shareholders

Basic and diluted

$0.02

$ (0.10)

$ —

$ (0.03)

Weighted-average common shares

Basic and diluted

112,542

115,882

112,225

115,600

(1)

Non-GAAP financial information for the periods shown are adjusted for an assumed provision for income taxes based on our statutory federal tax rate of 21%. Due to the differences in the tax treatment of items excluded from non-GAAP earnings, our estimated tax rate on non-GAAP income may differ from our GAAP tax rate.

Certain statements made in this report and in other written or oral statements made by us or on our behalf are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 ("PSLRA"). A forward-looking statement is a statement that is not a historical fact and, without limitation, includes any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain words like: "believe," "anticipate," "expect," "estimate," "aim," "predict," "potential," "continue," "plan," "project," "will," "should," "shall," "may," "might" and other words or phrases with similar meaning in connection with a discussion of future operating or financial performance. In particular, these include statements relating to our ability to weather current dynamics, continue to expand our footprint, future actions, trends in our businesses, prospective services, new partner additions/expansions, our guidance and business outlook and future performance or financial results, and the closing of pending transactions and the outcome of contingencies, such as legal proceedings. We claim the protection afforded by the safe harbor for forward-looking statements provided by the PSLRA.

These statements are only predictions based on our current expectations and projections about future events. Forward-looking statements involve risks and uncertainties that may cause actual results, level of activity, performance or achievements to differ materially from the results contained in the forward-looking statements. Risks and uncertainties that may cause actual results to vary materially, some of which are described within the forward-looking statements, include, among others:

• the significant portion of revenue we derive from our largest partners, and the potential loss, termination or renegotiation of our relationship or contract with any significant partner, or multiple partners in the aggregate;

• the increasing number of risk-sharing arrangements we enter into with our partners;

• the growth and success of our partners and certain revenues from our engagements, which are difficult to predict and are subject to factors outside of our control, including governmental funding reductions and other policy changes;

• our ability to accurately predict our exposure under performance-based contracts;

• failure by our customers to provide us with accurate and timely information;

• our ability to recover the upfront costs in our partner relationships and develop our partner relationships over time;

• our ability to attract new partners and successfully capture new opportunities;

• our ability to offer new and innovative products and services and our ability to keep pace with industry standards, technology and our partners' needs;

• our ability to maintain and enhance our reputation and brand recognition;

• our dependency on our key personnel, and our ability to attract, hire, integrate and retain key personnel;

• risks related to completed and future acquisitions, investments, alliances and joint ventures, which could divert management resources, result in unanticipated costs or dilute our stockholders;

• our ability to effectively manage our growth and maintain an efficient cost structure;

• risks related to managing our offshore operations and cost reduction goals;

• our ability to estimate the size of our target markets for our services;

• consolidation in the health care industry;

• competition which could limit our ability to maintain or expand market share within our industry;

• risks related to audits by CMS and other governmental payers and actions, including whistleblower claims under the False Claims Act;

• evolution of the healthcare regulatory and political framework;

• restrictions on the manner in which we access personal data and penalties as a result of privacy and data protection laws;

• data loss or corruption due to failures or errors in our systems and service disruptions at our data centers;

• liabilities and reputational risks related to our ability to safeguard the security and privacy of confidential data;

• our ability to obtain, maintain and enforce intellectual property rights and protect our trademarks and trade names, including from third parties alleging that we are infringing or violating their intellectual property rights;

• our ability to protect the confidentiality of our trade secrets;

• risks associated with our use of artificial intelligence and machine learning models;

• our use of "open-source" software;

• our reliance on third parties and licensed technologies;

• restrictions on our ability to use, disclose, de-identify or license data and to integrate third-party technologies;

• our reliance on Internet infrastructure, bandwidth providers, data center providers, other third parties and our own systems for providing services to our partners and operating our business;

• our ability to achieve profitability in the future;

• the impact of additional goodwill and intangible asset impairments on our results of operations;

• our obligations to make material payments to certain of our pre-IPO investors for certain tax benefits we may claim in the future;

• our obligations to make payments under the tax receivables agreement that may be accelerated or may exceed the tax benefits we realize;

• our ability to utilize benefits under the tax receivables agreement described herein;

• the terms of agreements between us and certain of our pre-IPO investors may contain different terms than comparable agreement we may enter into with unaffiliated third parties;

• our inability to obtain financing may result in a reduction in the ownership of our stockholders;

• the conditional conversion features, and changes in accounting treatment of the 2029 Notes and the 2031 Notes, which, if triggered, may adversely affect our financial condition and operating results;

• our ability to raise funds necessary to settle conversions of our notes in cash, to repurchase our notes for cash upon a fundamental change or to pay the redemption price for any notes we redeem;

• interest rate risk and other restrictive covenants under our First Lien Credit Agreement and the second lien credit agreement, by and among the Company, Evolent Health LLC, as borrower, certain subsidiaries of the Company, as guarantors, the lenders from time to time party thereto, and Ares Capital Corporation, as administrative agent and collateral agent;

• our indebtedness, our ability to service our indebtedness, and our ability to obtain additional financing on favorable terms or at all;

• interference with our ability to access the first and second lien credit facilities under our Credit Agreements;

• the potential volatility of our Class A common stock price;

• provisions in our certificate of incorporation and by-laws and provisions of Delaware law that discourage or prevent strategic transactions, including a takeover of us;

• provisions in our certificate of incorporation which could limit our stockholders' ability to obtain a favorable judicial forum for disputes with us or our directors, officers or employees;

• our intention not to pay cash dividends on our Class A common stock;

• the impact of litigation proceedings, government inquiries, reviews, audits or investigations;

• public health emergencies, epidemics, pandemics or contagious diseases;

• the cost of compliance with sustainability or other environmental, social responsibility or governance law and regulations;

• the impact of increasing inflationary pressures and rising consumer costs on our business; and

• our ability to utilize our net operating loss carry forwards and certain other tax attributes may be limited.

The risks included here are not exhaustive. Although we believe the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, level of activity, performance or achievements. Our periodic reports and other documents filed with the SEC include additional factors that could affect our businesses and financial performance. Moreover, we operate in a rapidly changing and competitive environment. New risk factors emerge from time to time, and it is not possible for management to predict all such risk factors.

Further, it is not possible to assess the effect of all risk factors on our businesses or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results. In addition, we undertake no obligation to publicly update any forward-looking statements to reflect events or circumstances that occur after the date of this release.