agl-20250630

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________________________________________________

FORM 10-Q

_______________________________________________________

(Mark One)


x			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

For the quarterly period ended June 30, 2025


o			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 001-40332

_______________________________________________________

agilon health, inc.

(Exact name of registrant as specified in its charter)


Delaware			37-1915147
(State or other jurisdiction of incorporation or organization)			(I.R.S. Employer Identification No.)

440 Polaris Parkway, Suite 550

Westerville, Ohio 43082

(Address of principal executive offices)

(562) 256-3800

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common stock, $0.01 par value	AGL	New York Stock Exchange

_______________________________________________________

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x NO o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large Accelerated Filer

Accelerated Filer

Non-accelerated Filer

Smaller Reporting Company

Emerging Growth Company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act) YES o NO x

At July 31, 2025, there were 414,423,149 shares of the registrant’s $0.01 par value common stock outstanding.

Table of Contents

agilon health, inc.

INDEX


PART I. FINANCIAL INFORMATION

Item 1.	Financial Statements:

	Condensed Consolidated Balance Sheets as of June 30, 2025 and December 31, 2024	3

	Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2025 and 2024	4

	Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended June 30, 2025 and 2024	5

	Condensed Consolidated Statements of Stockholders’ Equity (Deficit) for the Three and Six Months Ended June 30, 2025 and 2024	6

	Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2025 and 2024	8

	Notes to the Condensed Consolidated Financial Statements	9

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	22

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	38

Item 4.	Controls and Procedures	38

PART II. OTHER INFORMATION

Item 1.	Legal Proceedings	39

Item 1A.	Risk Factors	39

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	39

Item 5.	Other Information	39

Item 6.	Exhibits	40

Signatures		41

Table of Contents

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

agilon health, inc.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except per share data)


	June 30, 2025		December 31, 2024
	(unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	171,416	$	188,231
Restricted cash and equivalents	—		5,629
Marketable securities	155,585		211,737
Receivables, net	1,047,164		1,017,040
Prepaid expenses and other current assets, net	78,495		35,137
Total current assets	1,452,660		1,457,774
Property and equipment, net	27,410		28,169
Intangible assets, net	65,595		72,771
Goodwill	24,133		24,133
Other assets	143,097		151,136
Total assets	$	1,712,895	$	1,733,983
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
Current liabilities:
Medical claims and related payables	$	1,042,257	$	931,664
Accounts payable and accrued expenses	171,886		220,342
Current debt	34,945		—
Total current liabilities	1,249,088		1,152,006
Long-term debt	—		34,904
Other liabilities	54,878		76,121
Total liabilities	1,303,966		1,263,031

Commitments and contingencies

Stockholders' equity (deficit):
Common stock, $0.01 par value: 2,000,000 shares authorized; 414,283 and 412,194 shares issued and outstanding, respectively	4,143		4,122
Additional paid-in capital	2,083,234		2,053,895
Accumulated deficit	(1,679,235)		(1,586,977)
Accumulated other comprehensive income (loss)	787		(88)


Total stockholders’ equity (deficit)	408,929		470,952
Total liabilities and stockholders’ equity (deficit)	$	1,712,895	$	1,733,983

The condensed consolidated balance sheets include assets and liabilities of consolidated variable interest entities (“VIEs”) as agilon health, inc., together with its consolidated subsidiaries and VIEs (the “Company”), is the primary beneficiary of these VIEs. The condensed consolidated balance sheets include total assets that can only be used to settle obligations of the Company’s consolidated VIEs totaling $1.19 billion and $1.17 billion as of June 30, 2025 and December 31, 2024, respectively, and total liabilities of the Company’s consolidated VIEs for which creditors do not have recourse to the general credit of the primary beneficiary of $1.20 billion and $1.13 billion as of June 30, 2025 and December 31, 2024, respectively. See Note 14 for additional details.

See accompanying Notes to the Condensed Consolidated Financial Statements.

Table of Contents

agilon health, inc.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Revenues:
Medical services revenue	$	1,392,039	$	1,479,579	$	2,921,918	$	3,080,774
Other operating revenue	2,943		3,179		5,846		6,338
Total revenues	1,394,982		1,482,758		2,927,764		3,087,112
Expenses:
Medical services expense	1,445,245		1,374,060		2,847,112		2,817,902
Other medical expenses	2,164		76,523		82,357		161,947
General and administrative	56,281		69,612		122,237		146,034
Depreciation and amortization	7,319		5,907		14,195		11,751
Total expenses	1,511,009		1,526,102		3,065,901		3,137,634
Income (loss) from operations	(116,027)		(43,344)		(138,137)		(50,522)
Other income (expense):
Income (loss) from equity method investments	5,412		9,955		18,084		15,639
Other income (expense), net	7,879		4,841		17,140		10,733

Interest expense	(1,572)		(1,697)		(3,087)		(2,981)
Income (loss) before income taxes	(104,308)		(30,245)		(106,000)		(27,131)
Income tax benefit (expense)	(62)		(417)		(258)		(284)
Income (loss) from continuing operations	(104,370)		(30,662)		(106,258)		(27,415)
Discontinued operations:
Income (loss) before gain (loss) on sales	—		—		—		(518)
Adjustments on sale of assets, net	—		—

SEC Form 10-Q filed by agilon health inc.