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Pay vs Performance Disclosure - USD ($)

12 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Dec. 31, 2021

Pay vs Performance Disclosure

Pay vs Performance Disclosure, Table

Pay Versus Performance

As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation S-K, we are providing the following information about the relationship between “compensation actually paid”, for our Principal Executive Officer (PEO) and our non-PEO NEOs, on an average basis, and certain financial performance of the Company for Fiscal Year 2023, 2022 and 2021. For further information concerning the Company’s variable pay-for-performance philosophy and how the Company aligns executive compensation with the Company’s performance, refer to “Executive Compensation – Compensation Discussion and Analysis.”

Year			Summary Compensation Table Total for PEO ($)⁽¹⁾			Compensation Actually Paid to PEO ($)⁽²⁾⁽³⁾			Average Summary Compensation Table Total for Non-PEO NEOs ($)⁽⁴⁾			Average Compensation Actually Paid to Non-PEO NEOs ($)⁽³⁾⁽⁵⁾			Value of Initial Fixed $100 Investment Based On:						Net Income (thousands) ($)⁽⁷⁾			Adjusted EBITDA (thousands) ($)⁽⁸⁾
Year			Summary Compensation Table Total for PEO ($)⁽¹⁾			Compensation Actually Paid to PEO ($)⁽²⁾⁽³⁾									Total Shareholder Return ($)			Peer Group Total Shareholder Return ($)⁽⁶⁾			Net Income (thousands) ($)⁽⁷⁾			Adjusted EBITDA (thousands) ($)⁽⁸⁾
2023			5,267,036			(3,573,313)			2,741,339			1,550,202			54.57			120.43			(262,803)			(95,001)
2022			5,789,157			(30,811,711)			1,961,158			(1,410,451)			70.17			118.00			(106,864)			4,251
2021			1,256,250			79,887,250			4,001,770			26,200,762			117.39			120.35			(406,787)			(38,619)

(1)	Amounts reported in this column are the amounts of total compensation reported for Mr. Sell (our Chief Executive Officer) for each corresponding year in the “Total” column of the Summary Compensation Table. See “Executive Compensation – Summary Compensation Table.”

(2)

Amounts reported in this column represent the amount of “compensation actually paid” to Mr. Sell, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual amount of compensation earned by or paid to Mr. Sell during the applicable year. The increases and decreases in these values are attributable largely to the changes in the value of Mr. Sell’s pre-IPO equity compensation awards in light of stock price movements. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to Mr. Sell’s total compensation for each year to determine the compensation actually paid:

Year			2021 ($)			2022 ($)			2023 ($)
SCT Total Compensation			1,256,250			5,789,157			5,267,036
Less, value of Stock and Option Awards reported in SCT			—			4,500,032			4,500,051
Plus, Year-End value of Stock and Option Awards Granted in Fiscal Year that are Unvested and Outstanding			—			2,812,164			2,011,830
Plus, Change in Fair Value (from prior year-end) of Prior Year Stock and Option Awards that are Outstanding and Unvested			57,728,000			(27,495,000)			(8,219,253)
Plus, FMV of Stock and Option Awards Granted this Year and that Vested this Year			—			—			—
Plus, Change in Fair Value (from prior year-end) of Prior Year Stock and Option Awards that Vested this Year			20,903,000			(7,418,000)			1,867,125
Less Prior Year Fair Value of Prior Year Stock and Option Awards that Failed to Vest this Year			—			—			—
Compensation Actually Paid			79,887,250			(30,811,711)			(3,573,313)

(3)	For the portion of “compensation actually paid” that is based on year-end stock prices, $12.55 was used for 2023, $16.14 was used for 2022 and $27.00 was used for 2021.

(4)

Amounts reported in this column represent the average of the amounts reported for the Company’s NEOs as a group (excluding Mr. Sell) in the “Total” column of the Summary Compensation Table in each applicable year. The names of each of the NEOs (excluding Mr. Sell) included for purposes of calculating the average amounts in each applicable year are as follows: (i) for 2023, Messrs. Bensley, Desai, Shaker and Venkatachaliah; (ii) for 2022, Messrs. Bensley, Desai, Shaker and Venkatachaliah and (iii) for 2021, Messrs. Bensley, Desai, Halkias, Shaker and Venkatachaliah.

(5)

Amounts reported in this column represent the average amount of “compensation actually paid” to the NEOs as a group (excluding Mr. Sell), as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual average amount of compensation earned by or paid to the NEOs as a group (excluding Mr. Sell) during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to average total compensation to determine the compensation actually paid:

Year			2021 ($)			2022 ($)			2023 ($)
Average SCT Total Compensation			4,001,770			1,961,158			2,741,339
Less, value of Stock and Option Awards reported in SCT			3,307,199			1,250,024			2,312,535
Plus, Year-End value of Stock and Option Awards Granted in Fiscal Year that are Unvested and Outstanding			4,366,866			781,166			1,068,277
Plus, Change in Fair Value (from prior year-end) of Prior Year Stock and Option Awards that are Outstanding and Unvested			780,300			(2,545,313)			(300,783)
Plus, FMV of Stock and Option Awards Granted this Year and that Vested this Year			—			—			—
Plus, Change in Fair Value (from prior year-end) of Prior Year Stock and Option Awards that Vested this Year			20,359,025			(357,438)			353,904
Less Prior Year Fair Value of Prior Year Stock and Option Awards that Failed to Vest this Year			—			—			—
Compensation Actually Paid			26,200,762			(1,410,451)			1,550,202

(6)

Represents the peer group TSR (S&P 500 Health Care Index) as reflected in our Annual Report on Form 10-K pursuant to item 201(e) of Regulation S-K for the fiscal year ended December 31, 2023. Each year reflects what the cumulative value of $100 would be, including reinvestment of dividends, if such amount were invested on April 14, 2021.

(7)	Reflects “Net Income” in the Company’s Consolidated Financial Statements included in the Company’s Annual Reports on Form 10-K for each of the years ended December 31, 2023 and 2022.

(8)

Company-selected measure is Adjusted EBITDA, which is a non-GAAP financial measure that is defined as net income (loss) adjusted to exclude: (i) income (loss) from discontinued operations, net of income taxes, (ii) interest expense, (iii) income tax expense (benefit), (iv) depreciation and amortization, (v) geography entry costs, (vi) stock-based compensation expense, (vii) severance and related costs, and (viii) certain other items that are not considered by us in the evaluation of ongoing operating performance. We chose Adjusted EBITDA as our Company-selected measure for evaluating pay versus performance because, among other reasons, it is a performance metric in our annual incentive plan. See “Executive Compensation – Elements of Our Executive Compensation Program – Annual Incentive Compensation.”

Company Selected Measure Name

Adjusted EBITDA

Named Executive Officers, Footnote

(1)	Amounts reported in this column are the amounts of total compensation reported for Mr. Sell (our Chief Executive Officer) for each corresponding year in the “Total” column of the Summary Compensation Table. See “Executive Compensation – Summary Compensation Table.”

(4)

Amounts reported in this column represent the average of the amounts reported for the Company’s NEOs as a group (excluding Mr. Sell) in the “Total” column of the Summary Compensation Table in each applicable year. The names of each of the NEOs (excluding Mr. Sell) included for purposes of calculating the average amounts in each applicable year are as follows: (i) for 2023, Messrs. Bensley, Desai, Shaker and Venkatachaliah; (ii) for 2022, Messrs. Bensley, Desai, Shaker and Venkatachaliah and (iii) for 2021, Messrs. Bensley, Desai, Halkias, Shaker and Venkatachaliah.

Peer Group Issuers, Footnote

(6)

Represents the peer group TSR (S&P 500 Health Care Index) as reflected in our Annual Report on Form 10-K pursuant to item 201(e) of Regulation S-K for the fiscal year ended December 31, 2023. Each year reflects what the cumulative value of $100 would be, including reinvestment of dividends, if such amount were invested on April 14, 2021.

PEO Total Compensation Amount

$ 5,267,036

$ 5,789,157

$ 1,256,250

PEO Actually Paid Compensation Amount

$ (3,573,313)

(30,811,711)

79,887,250

Adjustment To PEO Compensation, Footnote

(2)

Amounts reported in this column represent the amount of “compensation actually paid” to Mr. Sell, as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual amount of compensation earned by or paid to Mr. Sell during the applicable year. The increases and decreases in these values are attributable largely to the changes in the value of Mr. Sell’s pre-IPO equity compensation awards in light of stock price movements. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to Mr. Sell’s total compensation for each year to determine the compensation actually paid:

Year			2021 ($)			2022 ($)			2023 ($)
SCT Total Compensation			1,256,250			5,789,157			5,267,036
Less, value of Stock and Option Awards reported in SCT			—			4,500,032			4,500,051
Plus, Year-End value of Stock and Option Awards Granted in Fiscal Year that are Unvested and Outstanding			—			2,812,164			2,011,830
Plus, Change in Fair Value (from prior year-end) of Prior Year Stock and Option Awards that are Outstanding and Unvested			57,728,000			(27,495,000)			(8,219,253)
Plus, FMV of Stock and Option Awards Granted this Year and that Vested this Year			—			—			—
Plus, Change in Fair Value (from prior year-end) of Prior Year Stock and Option Awards that Vested this Year			20,903,000			(7,418,000)			1,867,125
Less Prior Year Fair Value of Prior Year Stock and Option Awards that Failed to Vest this Year			—			—			—
Compensation Actually Paid			79,887,250			(30,811,711)			(3,573,313)

Non-PEO NEO Average Total Compensation Amount

$ 2,741,339

1,961,158

4,001,770

Non-PEO NEO Average Compensation Actually Paid Amount

$ 1,550,202

(1,410,451)

26,200,762

Adjustment to Non-PEO NEO Compensation Footnote

(5)

Amounts reported in this column represent the average amount of “compensation actually paid” to the NEOs as a group (excluding Mr. Sell), as computed in accordance with Item 402(v) of Regulation S-K. The dollar amounts do not reflect the actual average amount of compensation earned by or paid to the NEOs as a group (excluding Mr. Sell) during the applicable year. In accordance with the requirements of Item 402(v) of Regulation S-K, the following adjustments were made to average total compensation to determine the compensation actually paid:

Year			2021 ($)			2022 ($)			2023 ($)
Average SCT Total Compensation			4,001,770			1,961,158			2,741,339
Less, value of Stock and Option Awards reported in SCT			3,307,199			1,250,024			2,312,535
Plus, Year-End value of Stock and Option Awards Granted in Fiscal Year that are Unvested and Outstanding			4,366,866			781,166			1,068,277
Plus, Change in Fair Value (from prior year-end) of Prior Year Stock and Option Awards that are Outstanding and Unvested			780,300			(2,545,313)			(300,783)
Plus, FMV of Stock and Option Awards Granted this Year and that Vested this Year			—			—			—
Plus, Change in Fair Value (from prior year-end) of Prior Year Stock and Option Awards that Vested this Year			20,359,025			(357,438)			353,904
Less Prior Year Fair Value of Prior Year Stock and Option Awards that Failed to Vest this Year			—			—			—
Compensation Actually Paid			26,200,762			(1,410,451)			1,550,202

Compensation Actually Paid vs. Total Shareholder Return

Relationship between Pay and Performance. Below are graphs showing the relationship of “compensation actually paid” to our Chief Executive Officer and other NEOs in 2021, 2022 and 2023 to (1) the Company’s TSR, (2) the Company’s net income, (3) the Company’s Adjusted EBITDA, and (4) the relationship between TSR of the Company and TSR of the Company’s peer group.

Compensation actually paid (“CAP”), as required under SEC rules, reflects adjusted values to unvested and vested equity awards during the years shown in the table based on year-end stock prices, various accounting valuation assumptions estimated based on applicable GAAP, and projected performance modifiers, but does not reflect actual amounts paid out for those awards. CAP generally fluctuates due to stock price achievement and varying levels of projected and actual achievement of performance goals. For a discussion of how our Compensation Committee assessed the Company’s performance and our NEOs’ pay each year, see “Compensation Discussion and Analysis” in this proxy statement and in the proxy statements for 2022 and 2021.

Compensation Actually Paid vs. Net Income

Relationship between Pay and Performance. Below are graphs showing the relationship of “compensation actually paid” to our Chief Executive Officer and other NEOs in 2021, 2022 and 2023 to (1) the Company’s TSR, (2) the Company’s net income, (3) the Company’s Adjusted EBITDA, and (4) the relationship between TSR of the Company and TSR of the Company’s peer group.

Compensation actually paid (“CAP”), as required under SEC rules, reflects adjusted values to unvested and vested equity awards during the years shown in the table based on year-end stock prices, various accounting valuation assumptions estimated based on applicable GAAP, and projected performance modifiers, but does not reflect actual amounts paid out for those awards. CAP generally fluctuates due to stock price achievement and varying levels of projected and actual achievement of performance goals. For a discussion of how our Compensation Committee assessed the Company’s performance and our NEOs’ pay each year, see “Compensation Discussion and Analysis” in this proxy statement and in the proxy statements for 2022 and 2021.

Compensation Actually Paid vs. Company Selected Measure

Relationship between Pay and Performance. Below are graphs showing the relationship of “compensation actually paid” to our Chief Executive Officer and other NEOs in 2021, 2022 and 2023 to (1) the Company’s TSR, (2) the Company’s net income, (3) the Company’s Adjusted EBITDA, and (4) the relationship between TSR of the Company and TSR of the Company’s peer group.

Compensation actually paid (“CAP”), as required under SEC rules, reflects adjusted values to unvested and vested equity awards during the years shown in the table based on year-end stock prices, various accounting valuation assumptions estimated based on applicable GAAP, and projected performance modifiers, but does not reflect actual amounts paid out for those awards. CAP generally fluctuates due to stock price achievement and varying levels of projected and actual achievement of performance goals. For a discussion of how our Compensation Committee assessed the Company’s performance and our NEOs’ pay each year, see “Compensation Discussion and Analysis” in this proxy statement and in the proxy statements for 2022 and 2021.

Total Shareholder Return Vs Peer Group

Relationship between Pay and Performance. Below are graphs showing the relationship of “compensation actually paid” to our Chief Executive Officer and other NEOs in 2021, 2022 and 2023 to (1) the Company’s TSR, (2) the Company’s net income, (3) the Company’s Adjusted EBITDA, and (4) the relationship between TSR of the Company and TSR of the Company’s peer group.

Compensation actually paid (“CAP”), as required under SEC rules, reflects adjusted values to unvested and vested equity awards during the years shown in the table based on year-end stock prices, various accounting valuation assumptions estimated based on applicable GAAP, and projected performance modifiers, but does not reflect actual amounts paid out for those awards. CAP generally fluctuates due to stock price achievement and varying levels of projected and actual achievement of performance goals. For a discussion of how our Compensation Committee assessed the Company’s performance and our NEOs’ pay each year, see “Compensation Discussion and Analysis” in this proxy statement and in the proxy statements for 2022 and 2021.

Tabular List, Table

Listed below are the financial and non-financial performance measures which in our assessment represent the most important performance measures we use to link compensation actually paid to our NEOs, for 2023, to company performance. Adjusted EBITDA and growth in membership on Company platform are also metrics used to determine annual incentive compensation payouts. For more information on annual incentive compensation and actual payouts, see “Executive Compensation – Elements of Our Executive Compensation Program – Annual Incentive Compensation.”

Most Important Performance Measure for 2023

Adjusted EBITDA

Revenue

Growth in Membership on Company Platform⁽¹⁾

Medical Margin⁽²⁾

(1)	Measured by reference to the growth in the total members live on the agilon platform between December 31, 2022 and December 31, 2023.

(2)

Medical margin represents the amount earned from medical services revenue after medical services expenses are deducted. Medical services expense represents costs incurred for medical services provided to our members. As our platform matures over time, we expect medical margin to increase in absolute dollars.

Total Shareholder Return Amount

$ 54.57

70.17

117.39

Peer Group Total Shareholder Return Amount

$ 120.43

$ 118

$ 120.35

Company Selected Measure Amount

(95,001,000)

4,251,000

(38,619,000)

Mr. Sell

Mr. Sell

Mr. Sell

Net Income (Loss), Including Portion Attributable to Noncontrolling Interest

$ (262,803,000)

$ (106,864,000)

$ (406,787,000)

$ 12.55

$ 16.14

$ 27

Pay vs Performance Disclosure

Adjusted EBITDA

Non-GAAP Measure Description

(8)

Company-selected measure is Adjusted EBITDA, which is a non-GAAP financial measure that is defined as net income (loss) adjusted to exclude: (i) income (loss) from discontinued operations, net of income taxes, (ii) interest expense, (iii) income tax expense (benefit), (iv) depreciation and amortization, (v) geography entry costs, (vi) stock-based compensation expense, (vii) severance and related costs, and (viii) certain other items that are not considered by us in the evaluation of ongoing operating performance. We chose Adjusted EBITDA as our Company-selected measure for evaluating pay versus performance because, among other reasons, it is a performance metric in our annual incentive plan. See “Executive Compensation – Elements of Our Executive Compensation Program – Annual Incentive Compensation.”

Pay vs Performance Disclosure

Revenue

Pay vs Performance Disclosure

Growth in Membership on Company Platform

Pay vs Performance Disclosure

Medical Margin

PEO | Value of Stock and Option Awards Reported in SCT [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

$ (4,500,051)

$ (4,500,032)

$ 0

PEO | Year-End Value of Stock and Option Awards Granted in Fiscal Year that are Unvested and Outstanding [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

2,011,830

2,812,164

0

PEO | Change in Fair Value (from prior year-end) of Prior Year Stock and Option Awards that are Outstanding and Unvested [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(8,219,253)

(27,495,000)

57,728,000

PEO | FMV of Stock and Option Awards Granted this Year and that Vested this Year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

0

0

0

PEO | Change in Fair Value (from prior year-end) of Prior Year Stock and Option Awards that Vested this Year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

1,867,125

(7,418,000)

20,903,000

PEO | Prior Year Fair Value of Prior Year Stock and Option Awards that Failed to Vest this Year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

0

0

0

Non-PEO NEO | Value of Stock and Option Awards Reported in SCT [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(2,312,535)

(1,250,024)

(3,307,199)

Non-PEO NEO | Year-End Value of Stock and Option Awards Granted in Fiscal Year that are Unvested and Outstanding [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

1,068,277

781,166

4,366,866

Non-PEO NEO | Change in Fair Value (from prior year-end) of Prior Year Stock and Option Awards that are Outstanding and Unvested [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

(300,783)

(2,545,313)

780,300

Non-PEO NEO | FMV of Stock and Option Awards Granted this Year and that Vested this Year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

0

0

0

Non-PEO NEO | Change in Fair Value (from prior year-end) of Prior Year Stock and Option Awards that Vested this Year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

353,904

(357,438)

20,359,025

Non-PEO NEO | Prior Year Fair Value of Prior Year Stock and Option Awards that Failed to Vest this Year [Member]

Pay vs Performance Disclosure

Adjustment to Compensation, Amount

$ 0

$ 0

$ 0