STOCK PURCHASE AGREEMENT by and among BRIGHT HEALTH MANAGEMENT, INC., EH HOLDING COMPANY, INC., TRUE HEALTH NEW MEXICO, INC., and SOLELY FOR THE PURPOSE OF SECTION 9.5, Evolent Health LLC Dated as of January 11, 2021Stock Purchase Agreement • May 6th, 2021 • Evolent Health, Inc. • Services-management services • Delaware
This STOCK PURCHASE AGREEMENT, dated as of January 11, 2021 (this “Agreement”), is by and among Bright Health Management, Inc., a Delaware corporation (“Buyer”), EH Holding Company, Inc., a Delaware corporation (“Seller”), and True Health New Mexico, Inc., a New Mexico corporation (the “Acquired Entity”). Evolent Health LLC, a Delaware limited liability company (“Guarantor”), is party to this Agreement for the limited purpose of the guarantee made in favor of Buyer under Section 9.5 and, to the extent applied mutatis mutandis to such guarantee, Article X.
EVOLENT HEALTH, INC.Omnibus Incentive Compensation Plan Performance Stock Unit Award Agreement • May 6th, 2021 • Evolent Health, Inc. • Services-management services • Delaware
This Performance Stock Unit Award Agreement (this “Award Agreement”) sets forth the terms and conditions of an award for a target number of ____ (such number, the “Target Amount”) performance stock units (this “Award”) (each such performance stock unit, a “PSU”) that are granted to you under the Evolent Health, Inc. 2015 Omnibus Incentive Compensation Plan (the “Plan”). This Award constitutes an unfunded and unsecured promise of the Company to deliver (or to cause to be delivered ) to you, subject to the terms of this Award Agreement, one share of the Company’s Class A Common Stock, $0.01 par value (each, a “Share”), or cash equal to the Fair Market Value of one Share, for each PSU ultimately earned by you, as set forth in this Award Agreement.
