EVH / Evolent Health, Inc. - Depositi SEC, Relazione annuale, dichiarazione di delega

EVOLENT HEALTH, INC. U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee Dated as of August 21, 2025 4.50% Convertible Senior Notes due 2031

EX-4.1 Exhibit 4.1 EVOLENT HEALTH, INC. AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of August 21, 2025 4.50% Convertible Senior Notes due 2031 TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS Section 1.01. Definitions 1 Section 1.02. References to Interest 13 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES Section 2.01. Designation and A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 August 18, 2025 Date of Report (Date of earliest event reported) Evolent Health, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 August 18, 2025 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization)

EVOLENT HEALTH, INC. 4.50% Convertible Senior Notes due 2031 Purchase Agreement

EX-10.1 Exhibit 10.1 Execution Version EVOLENT HEALTH, INC. 4.50% Convertible Senior Notes due 2031 Purchase Agreement August 18, 2025 Oppenheimer & Co. Inc. As Representative of the several Initial Purchasers listed in Schedule 1 hereto c/o Oppenheimer & Co. Inc. 85 Broad Street New York, New York 10004 Ladies and Gentlemen: Evolent Health, Inc., a Delaware corporation (the “Company”), proposes t

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EX-99.1 Exhibit 99.1 Evolent Health, Inc. Announces Pricing of Oversubscribed and Upsized $145.0 Million of Convertible Senior Notes Due 2031 to Repurchase Existing Notes and Class A Common Stock WASHINGTON, August 19, 2025 /PRNewswire/ — Evolent Health, Inc. (NYSE: EVH), a company focused on achieving better health outcomes for people with complex conditions (“Evolent”), today announced the prici

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 August 18, 2025 Date of Report (Date of earliest event reported) Evolent Health, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 August 18, 2025 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation) (Commission fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 August 18, 2025 Date of Report (Date of earliest event reported) Evolent Health, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 August 18, 2025 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation) (Commission fil

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EX-99.1 Exhibit 99.1 Evolent Health, Inc. Announces Proposed Offering of $140.0 Million of Convertible Senior Notes Due 2031 to Repurchase Existing Notes and Class A Common Stock WASHINGTON, August 18, 2025 /PRNewswire/ — Evolent Health, Inc. (NYSE: EVH), a company focused on achieving better health outcomes for people with complex conditions (“Evolent”), today announced that it intends to offer $

Second Lien Credit Agreement, dated as of August 7, 2025, by the Lenders party thereto, Evolent Health, LLC, as the Borrower, the Company, as the Parent, each other Guarantor party thereto and Ares Capital Corporation, as Administrative Agent and Collateral Agent.

Exhibit 10.3 SECOND LIEN CREDIT AGREEMENT by and among EVOLENT HEALTH LLC, as the Borrower, EVOLENT HEALTH, INC., as Parent, Certain Subsidiaries thereof, as Guarantors, The Lenders from Time to Time Party Hereto, and ARES CAPITAL CORPORATION, as Administrative Agent and as Collateral Agent Dated as of August 7, 2025 TABLE OF CONTENTS Page Article I Definitions 1 Section 1.01 Defined Terms 1 Secti

Exchange Agreement, dated as of August 7, 2025, by and among the Company and each of the Holders listed on Schedule I thereto.

Exhibit 10.2 EXCHANGE AGREEMENT This Exchange Agreement (this “Agreement”) is made and entered into as of August 7, 2025 (the “Effective Date”), by and among Evolent Health, Inc., a Delaware corporation, (the “Company”) and each of the undersigned holders of Series A Preferred Stock (as defined below) (each, a “Holder”). RECITALS WHEREAS, at the request of Ares Capital Management LLC, the parties

Amendment No. 5, dated as of June 19, 2025, to the Credit Agreement, dated as of August 1, 2022 and amended on January 20, 2023, by the Lenders party thereto, Evolent Health, LLC, as the Administrative Borrower, the other borrowers party thereto, the Company, as the Parent, each other Guarantor party thereto, Ares Capital Corporation, as Administrative Agent, and ACF Finco I LP, as Collateral Agent and Revolving Agent.

Exhibit 10.1 AMENDMENT NO. 5 TO CREDIT AGREEMENT AMENDMENT NO. 5 to CREDIT AGREEMENT, dated as of June 19, 2025 (this “Amendment”), by the Lenders party hereto, EVOLENT HEALTH LLC, a Delaware limited liability company, as the Administrative Borrower, the other Borrowers party hereto, EVOLENT HEALTH, INC., a Delaware corporation, as the Parent, each other Guarantor party hereto, ARES CAPITAL CORPOR

Intercreditor Agreement, dated August 7, 2025, by and among Ares Capital Corporation, as First Lien Administrative Agent, ACF Finco I LP as First Lien Security Agent and Ares Capital Corporation as Second Lien Administrative Agent and as Second Lien Security Agent Security Agent.

Exhibit 10.6 INTERCREDITOR AGREEMENT by and among ARES CAPITAL CORPORATION, as First Lien Administrative Agent, ACF FINCO I LP, as First Lien Security Agent, and ARES CAPITAL CORPORATION, as Second Lien Administrative Agent and as Second Lien Security Agent Dated as of August 7, 2025 SECTION 1 DEFINITIONS 1.1 Defined Terms 2 1.2 Terms Generally; Timing of Performance; Miscellaneous 14 SECTION 2 LI

Amendment No. 6, dated as of August 7, 2025, to the Credit Agreement, dated as of August 1, 2022 and amended on January 20, 2023, by the Lenders party thereto, Evolent Health, LLC, as the Administrative Borrower, the other borrowers party thereto, the Company, as the Parent, each other Guarantor party thereto, Ares Capital Corporation, as Administrative Agent, and ACF Finco I LP, as Collateral Agent and Revolving Agent.

Exhibit 10.7 AMENDMENT NO. 6 TO CREDIT AGREEMENT AMENDMENT NO. 6 to CREDIT AGREEMENT, dated as of August 7, 2025 (this “Amendment”), by the Lenders party hereto, EVOLENT HEALTH LLC, a Delaware limited liability company, as the Administrative Borrower, the other Borrowers party hereto, EVOLENT HEALTH, INC., a Delaware corporation, as the Parent, each other Guarantor party hereto, ARES CAPITAL CORPO

Certificate of Elimination of the Cumulative Series A Convertible Preferred Shares of Evolent Health, Inc.

Exhibit 3.1 CERTIFICATE OF ELIMINATION OF CERTIFICATE OF DESIGNATIONS OF THE CUMULATIVE SERIES A CONVERTIBLE PREFERRED SHARES OF EVOLENT HEALTH, INC. PURSUANT TO SECTION 151(g) OF THE GENERAL CORPORATION LAW OF THE STATE OF DELAWARE The undersigned, Seth Blackley, being the Chief Executive Officer of Evolent Health, Inc., a Delaware corporation (the “Company” or “Parent”), does hereby certify that

SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ 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: 001-37415 Evolent He

Second Lien Security Agreement, dated as of August 7, 2025, by each of the Grantors thereto in favor of Ares Capital Corporation as Collateral Agent.

Exhibit 10.4 NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, THE LIENS AND SECURITY INTEREST GRANTED TO THE COLLATERAL AGENT PURSUANT TO THIS AGREEMENT IN ANY COLLATERAL AND THE EXERCISE OF ANY RIGHT OR REMEDY BY THE COLLATERAL AGENT WITH RESPECT TO ANY COLLATERAL HEREUNDER ARE SUBJECT TO THE PROVISIONS OF THAT CERTAIN INTERCREDITOR AGREEMENT, DATED AS OF AUGUST 7, 2025 (AS AMENDED, RESTATED, AME

Second Lien Guarantee Agreement, dated as of August 7, 2025, by each of the Guarantors thereto in favor of Ares Capital Corporation as Administrative Agent and as Collateral Agent for the Lenders.

Exhibit 10.5 NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, THE LIENS AND SECURITY INTEREST GRANTED TO THE COLLATERAL AGENT PURSUANT TO THIS AGREEMENT IN ANY COLLATERAL AND THE EXERCISE OF ANY RIGHT OR REMEDY BY THE COLLATERAL AGENT WITH RESPECT TO ANY COLLATERAL HEREUNDER ARE SUBJECT TO THE PROVISIONS OF THAT CERTAIN INTERCREDITOR AGREEMENT, DATED AS OF AUGUST 7, 2025 (AS AMENDED, RESTATED, AME

_________________________ FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 August 7, 2025 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in it

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 August 7, 2025 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization)

Evolent Announces Second Quarter 2025 Results

Exhibit 99.1 Evolent Announces Second Quarter 2025 Results WASHINGTON (August 7, 2025) – 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, 2025. Seth Bla

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 June 19, 2025 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization) C

Evolent reiterates Q2 and full year guidance for Adjusted EBITDA Notes accelerating 2026 revenue bookings forecast Secures incremental non-dilutive financing

Exhibit 99.1 Evolent reiterates Q2 and full year guidance for Adjusted EBITDA Notes accelerating 2026 revenue bookings forecast Secures incremental non-dilutive financing WASHINGTON, June 20, 2025 /PRNewswire/ - Evolent Health, Inc. (NYSE: EVH), a company focused on achieving better health outcomes for people with complex conditions, today announced that based on leading indicators and paid claims

As filed with the Securities and Exchange Commission on June 10, 2025

S-8 As filed with the Securities and Exchange Commission on June 10, 2025 Registration No.

Calculation of Filing Fee Table.

Calculation of Filing Fee Tables S-8 Evolent Health, Inc. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Class A Common Stock, par value $0.01 per share Other 7,126,000 $ 8.05 $ 57,364,300.00 0.0001531 $ 8,782.47 Tota

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 June 5, 2025 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization) Co

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 June 3, 2025 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization) Co

SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 OR ☐ 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: 001-37415 Evolent H

Form of Performance Stock Unit Award Agreement under the Evolent Health, Inc. 2015 Omnibus Incentive Compensation Plan.

Exhibit 10.2 AMENDED AND RESTATED EVOLENT HEALTH, INC. 2015 OMNIBUS INCENTIVE COMPENSATION PLAN PERFORMANCE STOCK UNIT AWARD AGREEMENT PERFORMANCE STOCK UNIT award agreement under the Amended and Restated EVOLENT HEALTH, INC. 2015 Omnibus Incentive Compensation Plan, dated as of [DATE] between EVOLENT HEALTH, INC., a Delaware corporation (the “Company”), and . This Performance Stock Unit Award Agr

Evolent Announces First Quarter 2025 Results

Exhibit 99.1 Evolent Announces First Quarter 2025 Results WASHINGTON (May 8, 2025) – 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 March 31, 2025. Seth Blackl

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 May 8, 2025 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization) Com

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant  ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 April 16, 2025 Date of Report (Date of earliest event reported) Evolent Health, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 April 16, 2025 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation) Commission File

Evolent names Shawn Guertin as new independent nominee for election to its Board of Directors

Exhibit 99.1 Evolent names Shawn Guertin as new independent nominee for election to its Board of Directors •Former CFO of CVS Health, Aetna and Coventry Health Care brings deep experience driving growth and profitability. •Mr. Guertin’s nomination represents continuation of Evolent’s board refreshment efforts. WASHINGTON, April 22, 2025 /PRNewswire/ - Evolent Health, Inc. (NYSE: EVH) (“Evolent”),

Subsidiaries of Evolent Health, Inc.

Exhibit 21.1 List of Subsidiaries Legal Name Jurisdiction of Organization Evolent Health LLC Delaware Evolent Specialty Services, Inc. California EH Holding Company, Inc. Delaware Justify Holdings, Inc. Kentucky Evolent Health International Private Ltd. India Evolent Care Partners Holding Company, Inc. Delaware Evolent Care Partners of Texas, Inc. Texas The Accountable Care Organization Ltd. Michi

Insider Trading Policy of Evolent Health, Inc.

Exhibit 19 Insider Trading Policy of Evolent Health, Inc. Adopted as of October 26, 2023 All directors, officers and employees of Evolent Health, Inc. and its subsidiaries (collectively, the “Company”), and certain other persons as the Company may determine from time to time (each, a “Covered Individual”) are subject to the provisions of this Insider Trading Policy (this “Policy”). The Company’s B

SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) S ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ 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: 001-37415 Evolent Health

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 February 20, 2025 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organizatio

Evolent Announces Fourth Quarter and Full Year 2024 Results

Exhibit 99.1 Evolent Announces Fourth Quarter and Full Year 2024 Results •Revenue of $646.5 million for the three months ended December 31, 2024 and $2,554.7 million for the year ended December 31, 2024, representing 16.3% and 30.1% growth over 2023, respectively. •Net loss attributable to common shareholders of Evolent Health, Inc. of $30.6 million for three months ended December 31, 2024 and $93

JOINT FILING AGREEMENT

EX-99.1 2 ex-99-02142025110204.htm JOINT FILING AGREEMENT EXHIBIT 99.1 JOINT FILING AGREEMENT This Joint Filing Agreement, dated as of February 14, 2025, is by and among RA Capital Management, L.P., Peter Kolchinsky, Rajeev Shah, and RA Capital Healthcare Fund, L.P. (the foregoing are collectively referred to herein as the “Filers”). Each of the Filers may be required to file with the United State

JOINT FILING AGREEMENT

JOINT FILING AGREEMENT The undersigned hereby agree that this Schedule 13G (the “Schedule 13G”) with respect to the common stock of Evolent Health, Inc.

Evolent Health Announces Changes to Board of Directors Richard “Rick” Jelinek to Be Named Chair of the Board at 2025 Annual Meeting Company Continues Board Refreshment Efforts with Brendan Springstubb’s Appointment as New Independent Director

Exhibit 99.1 Evolent Health Announces Changes to Board of Directors Richard “Rick” Jelinek to Be Named Chair of the Board at 2025 Annual Meeting Company Continues Board Refreshment Efforts with Brendan Springstubb’s Appointment as New Independent Director WASHINGTON, FEBRUARY 4, 2025 – Evolent Health, Inc. (NYSE: EVH) (“Evolent”), a company focused on achieving better health outcomes for people wi

Cooperation Agreement dated February 3, 2025, by and among Evolent Health, Inc., Engaged Capital Flagship Master Fund, LP, Engaged Capital Co-Invest XI-B, LP, Engaged Capital, LLC, Engaged Capital Holdings, LLC and Glenn W. Welling.

Exhibit 10.1 COOPERATION AGREEMENT This Cooperation Agreement, dated as of February 3, 2025 (this “Agreement”), is by and among Evolent Health, Inc. (the “Company”) and the persons and entities set forth on Exhibit A hereto (the “Engaged Group,” and, for clarity and as applicable, including each member thereof acting individually). RECITALS WHEREAS, the Company and Engaged Capital, LLC, a member o

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 February 3, 2025 Date of Report (Date of earliest event reported) Evolent Health, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 February 3, 2025 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation) Commission Fil

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 January 24, 2025 Date of Report (Date of earliest event reported) Evolent Health, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 January 24, 2025 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation) Commission Fil

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 January 13, 2025 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization

Investor Presentation 43rd Annual J.P. Morgan Healthcare Conference January 14, 2025 Disclaimers 2 Certain statements made in this presentation and in other written or oral statements made by us or on our behalf are “forward-looking statements” withi

EX-99.1 2 evolentjpmpresentationja.htm EX-99.1 Investor Presentation 43rd Annual J.P. Morgan Healthcare Conference January 14, 2025 Disclaimers 2 Certain statements made in this presentation 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”). These include statemen

Amendment No. 3, dated as of December 6, 2024, to the Credit Agreement, dated as of August 1, 2022, and amended on January 20, 2023 and December 5, 2023, by the Lenders party thereto, Evolent Heath, LLC, as the Administrative Borrower, the other borrowers party thereto, the Company, as the Parent, each other Guarantor party thereto, Ares Capital Corporation, as Administrative Agent, and ACT Finco I LP, as Collateral Agent and Revolving Agent.

Exhibit 10.1 AMENDMENT NO. 3 TO CREDIT AGREEMENT AMENDMENT NO. 3 to CREDIT AGREEMENT, dated as of December 6, 2024 (this “Amendment”), by the Lenders party hereto, EVOLENT HEALTH LLC, a Delaware limited liability company, as the Administrative Borrower, the other Borrowers party hereto, EVOLENT HEALTH, INC., a Delaware corporation, as the Parent, each other Guarantor party hereto, ARES CAPITAL COR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 December 6, 2024 Date of Report (Date of earliest event reported) Evolent Health, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 December 6, 2024 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization

SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ 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: 001-37415 Evole

Evolent Announces Third Quarter 2024 Results

Exhibit 99.1 Evolent Announces Third Quarter 2024 Results •Revenue of $621.4 million, an increase of $110.4 million or 21.6%, from the three months ended September 30, 2023. •Net loss attributable to common shareholders of Evolent Health, Inc. of $(31.2) million and a net loss margin of (5.0)%. •Adjusted EBITDA of $31.8 million resulting in an Adjusted EBITDA margin of 5.1%. •Revises outlook for A

_________________________ FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 November 7, 2024 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 November 7, 2024 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization

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October 17, 2024 Office of Trade & Services United States Securities and Exchange Commission Division of Corporation Finance 100 F Street N.

October 4, 2024

October 4, 2024 Office of Trade & Services United States Securities and Exchange Commission Division of Corporation Finance 100 F Street N.

SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ 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: 001-37415 Evolent He

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 August 8, 2024 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization)

Evolent Announces Second Quarter 2024 Results

Exhibit 99.1 Evolent Announces Second Quarter 2024 Results •Revenue of $647.1 million, an increase of $178.0 million or 37.9%, from the three months ended June 30, 2023. •Net loss attributable to common shareholders of Evolent Health, Inc. of $(6.4) million and a net loss margin of (1.0)%. •Adjusted EBITDA of $52.0 million resulting in an Adjusted EBITDA margin of 8.0%. •Narrows revenue outlook fo

JOINT FILING AGREEMENT

EX-99 2 Rule13DJointFilingAgreement.htm JOINT FILING AGREEMENT JOINT FILING AGREEMENT The undersigned hereby agree that this Schedule 13G (the “Schedule 13G”) with respect to the common stock of Evolent Health, Inc. is, and any additional amendment thereto signed by each of the undersigned shall be, filed on behalf of each undersigned pursuant to and in accordance with the provisions of 13d-1(k) u

EVH / Evolent Health, Inc. / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Evolent Health, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 30050B101 (CUSIP Number) July 31, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sched

EVH / Evolent Health, Inc. / RA CAPITAL MANAGEMENT, L.P. - SC 13G Passive Investment

SC 13G 1 tm2417490d1sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Evolent Health, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 30050B101 (CUSIP Number) June 6, 2024 (Date of Event Which Requires Filing of this Statement) Check t

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 June 6, 2024 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization) Co

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 June 4, 2024 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization) Co

44th Annual William Blair Growth Stock Conference June 4, 2024 Disclaimers 2 Certain statements made in this presentation and in other written or oral statements made by us or on our behalf are “forward-looking statements” within the meaning of the P

44th Annual William Blair Growth Stock Conference June 4, 2024 Disclaimers 2 Certain statements made in this presentation 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”).

Evolent signs agreement to acquire artificial intelligence utilization management products and team from Machinify

Evolent signs agreement to acquire artificial intelligence utilization management products and team from Machinify •Machinify solution seeks to accelerate the efficiency, quality, and clinical value of Evolent’s specialty condition management platform through AI-enabled clinical workflow automation •Machinify technology leverages the latest advances in applied machine learning, large language models and data analytics •Acquisition expected to benefit health plans, clinicians, and members WASHINGTON, June 4, 2024 - Evolent Health, Inc.

SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 OR ☐ 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: 001-37415 Evolent H

Form of Performance Stock Unit Award Agreement under the Evolent Health, Inc. 2015 Omnibus Incentive Compensation Plan

Exhibit 10.1 EVOLENT HEALTH, INC. 2015 OMNIBUS INCENTIVE COMPENSATION PLAN PERFORMANCE STOCK UNIT AWARD AGREEMENT PERFORMANCE STOCK UNIT award agreement under the EVOLENT HEALTH, INC. 2015 Omnibus Incentive Compensation Plan, dated as of [DATE] between EVOLENT HEALTH, INC., a Delaware corporation (the “Company”), and . This Performance Stock Unit Award Agreement (this “Award Agreement”) sets forth

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 May 9, 2024 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization) Com

Evolent Announces First Quarter 2024 Results

Exhibit 99.1 Evolent Announces First Quarter 2024 Results •Revenue of $639.7 million, an increase of $212.0 million or 49.6%, from the three months ended March 31, 2023. •Net loss attributable to common shareholders of Evolent Health, Inc. of $(25.2) million and a net loss margin of (3.9)%. •Adjusted EBITDA of $54.1 million resulting in an Adjusted EBITDA margin of 8.5%. •Raises revenue outlook fo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant  ☒ Filed by a Party other than the Registrant  ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule

EVH / Evolent Health, Inc. / JPMORGAN CHASE & CO - FILING EVOLENT HEALTH, INC. Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 08)* Evolent Health, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 30050B101 (CUSIP Number) March 29, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t

As filed with the Securities and Exchange Commission on February 22, 2024

Table of Contents As filed with the Securities and Exchange Commission on February 22, 2024 Registration No.

Subsidiaries of Evolent Health, Inc.

Exhibit 21.1 List of Subsidiaries Legal Name Jurisdiction of Organization Evolent Health LLC Delaware Evolent Specialty Services, Inc. California Evolent Assurance Solutions, LLC Vermont EH Holding Company, Inc. Delaware Justify Holdings, Inc. Kentucky Evolent Health International Private Ltd. India Evolent Care Partners Holding Company, Inc. Delaware Evolent Care Partners of Texas, Inc. Texas The

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Table Form S-3ASR (Form Type) Evolent Health, Inc.

Deed of Lease Agreement Between 1812 Holdings, LLC, as Landlord, and Evolent Health, LLC, as Tenant, dated December 11, 2023

Exhibit 10.13 DEED OF LEASE AGREEMENT BETWEEN 1812 HOLDINGS, LLC, AS LANDLORD, AND EVOLENT HEALTH, LLC AS TENANT DATED DECEMBER 11, 2023 1812 NORTH MOORE STREET ARLINGTON, VIRGINIA BASIC LEASE INFORMATION Lease Date: December 11, 2023 (the “Effective Date”) Landlord: 1812 HOLDINGS, LLC, a Delaware limited liability company Tenant: EVOLENT HEALTH, LLC a Delaware limited liability company Premises:

Evolent Health, Inc. Clawback Policy.

Exhibit 97 EVOLENT HEALTH, INC. CLAWBACK POLICY Approved by the Board of Directors on October 26, 2023 1.Purpose. The purpose of this Policy is to describe the circumstances in which Executive Officers will be required to repay or return Erroneously Awarded Compensation to members of the Company Group. This Policy is designed to comply with, and will be interpreted in a manner that is consistent w

SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) S ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ 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: 001-37415 Evolent Health

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 February 22, 2024 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organizatio

Evolent Announces Fourth Quarter and Full Year 2023 Results

Exhibit 99.1 Evolent Announces Fourth Quarter and Full Year 2023 Results •Full year revenue of $1,963.9 million, 45% growth over 2022 •Net loss attributable to common shareholders of Evolent Health, Inc. of $(142.3) million •Adjusted EBITDA of $194.7 million, 84% growth over 2022 •2023 cash flow from operations of $142.6 million •Provides initial outlook for 2024 in line with long-term targets WAS

Evolent Adds Russell Glass, Headspace CEO, to Board of Directors

Evolent Adds Russell Glass, Headspace CEO, to Board of Directors WASHINGTON, Feb. 14, 2024 /PRNewswire/ - Evolent Health, Inc. (NYSE: EVH), 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 appointed Russell Glass to its Board of Directors. Glass has almost 25 years of experience

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 February 12, 2024 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organizatio

EVH / Evolent Health, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv0889-evolenthealthincclass.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 6)* Name of issuer: Evolent Health Inc Class A Title of Class of Securities: Common Stock CUSIP Number: 30050B101 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box

EVH / Evolent Health, Inc. / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

SC 13G 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Evolent Health, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 30050B101 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to de

EVH / Evolent Health, Inc. / JPMORGAN CHASE & CO - FILING EVOLENT HEALTH, INC. Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 07)* Evolent Health, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 30050B101 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 January 8, 2024 Date of Report (Date of earliest event reported) Evolent Health, In

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 January 8, 2024 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization)

J.P. Morgan 42nd Annual Healthcare Conference January 9, 2024 Disclaimers 2 Safe Harbor Statement Certain statements, including but not limited to our ability to achieve our financial outlook and targets, and grow our business, made in this presentat

jpm2024final1924 J.P. Morgan 42nd Annual Healthcare Conference January 9, 2024 Disclaimers 2 Safe Harbor Statement Certain statements, including but not limited to our ability to achieve our financial outlook and targets, and grow our business, made in this presentation are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (“PSLRA”). A forward-

Purchase Agreement, dated December 5, 2023, by and among Evolent Health, Inc., Goldman Sachs & Co. LLC and Oppenheimer & Co. Inc.

Exhibit 10.1 EVOLENT HEALTH, INC. 3.50% Convertible Senior Notes due 2029 Purchase Agreement December 5, 2023 Goldman Sachs & Co. LLC Oppenheimer & Co. Inc. As Representatives of the several Initial Purchasers listed in Schedule 1 hereto c/o Goldman Sachs & Co. LLC 200 West Street New York, New York 10282 c/o Oppenheimer & Co. Inc. 85 Broad Street New York, New York 10004 Ladies and Gentlemen: Evo

Indenture, dated as of December 8, 2023, between Evolent Health, Inc. and U.S. Bank Trust Company, National Association, as trustee, filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K with the SEC on December 11, 2023 and incorporated herein by reference.

Exhibit 4.1 EVOLENT HEALTH, INC. AND U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of December 8, 2023 3.50% Convertible Senior Notes due 2029 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 1 Section 1.02. References to Interest 13 ARTICLE 2 ISSUE, DESCRIPTION, EXECUTION, REGISTRATION AND EXCHANGE OF NOTES Section 2.01. Designation and Amount

Amendment No. 2, dated as of December 5, 2023, to the Credit Agreement, dated as of August 1, 2022 and amended on January 20, 2023, by the Lenders party thereto, Evolent Health, LLC, as the Administrative Borrower, the other borrowers party thereto, the Company, as the Parent, each other Guarantor party thereto, Ares Capital Corporation, as Administrative Agent, and ACF Finco I LP, as Collateral Agent and Revolving Agent, Filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on December 11, 2023, and incorporated herein by reference.

Exhibit 10.2 AMENDMENT NO. 2 TO CREDIT AGREEMENT AMENDMENT NO. 2 to CREDIT AGREEMENT, dated as of December 5, 2023 (this “Amendment”), by the Lenders party hereto, EVOLENT HEALTH LLC, a Delaware limited liability company, as the Administrative Borrower, the other Borrowers party hereto, EVOLENT HEALTH, INC., a Delaware corporation, as the Parent, ARES CAPITAL CORPORATION, as Administrative Agent,

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 December 5, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization

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Exhibit 99.1 Evolent Health, Inc. Announces Pricing of $350.0 Million of Convertible Senior Notes Due 2029 to Pay Down Senior Term Loan WASHINGTON, December 5, 2023 /PRNewswire/ - Evolent Health, Inc. (NYSE: EVH), a company that specializes in better health outcomes for people with complex conditions through proven solutions that make health care simpler and more affordable (“Evolent”), today anno

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 December 5, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 December 5, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization

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Exhibit 99.1 Evolent Health, Inc. Announces Proposed Offering of $350.0 Million of Convertible Senior Notes Due 2029 to Pay Down Senior Term Loan WASHINGTON, December 5, 2023 /PRNewswire/ - Evolent Health, Inc. (NYSE: EVH), a company that specializes in better health outcomes for people with complex conditions through proven solutions that make health care simpler and more affordable (“Evolent”),

4,375,000 shares Evolent Health, Inc. Class A common stock

Filed Pursuant to Rule 424(b)(7) Registration No. 333-266495 Prospectus supplement (To Prospectus dated August 3, 2022) 4,375,000 shares Evolent Health, Inc. Class A common stock This prospectus supplement relates to the resale from time to time of up to 4,375,000 shares of Class A common stock of Evolent Health, Inc., par value $0.01 per share, issuable upon full conversion of the Company’s Cumul

Calculation of Filing Fee Table Form 424B7 (Form Type) Evolent Health, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1—Newly Registered Securities

Exhibit 107 EX-FILING FEES Calculation of Filing Fee Table Form 424B7 (Form Type) Evolent Health, Inc.

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 November 3, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization

UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS

Exhibit 99.2 UNAUDITED PRO FORMA CONDENSED COMBINED FINANCIAL STATEMENTS The following unaudited pro forma condensed combined financial statements have been prepared based on the historical consolidated financial statements of Evolent Health, Inc. (“Evolent”, “we”, “the Company”) to give effect to the following transaction (the “Transaction”): On January 20, 2023, Evolent and Evolent Health LLC (“

As filed with the Securities and Exchange Commission on November 2, 2023

As filed with the Securities and Exchange Commission on November 2, 2023 Registration No.

8,474,576 shares Evolent Health, Inc. Class A common stock

Filed Pursuant to Rule 424(b)(7) Registration No. 333-266495 Prospectus supplement (To Prospectus dated August 3, 2022) 8,474,576 shares Evolent Health, Inc. Class A common stock This prospectus supplement relates to the resale from time to time of up to 8,474,576 shares of Class A common stock of Evolent Health, Inc., par value $0.01 per share, held by the selling stockholders identified in this

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 November 2, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization

Calculation of Filing Fee Table.

Exhibit 107 EX-FILING FEES Calculation of Filing Fee Table Form S-8 (Form Type) Evolent Health, Inc.

COMBINED FINANCIAL STATEMENTS MAGELLAN SPECIALTY HEALTH (A Business of Magellan Health, Inc.) December 31, 2022 MAGELLAN SPECIALTY HEALTH (A Business of Magellan Health, Inc.) COMBINED FINANCIAL STATEMENTS Year Ended December 31, 2022

Exhibit 99.1 COMBINED FINANCIAL STATEMENTS MAGELLAN SPECIALTY HEALTH (A Business of Magellan Health, Inc.) December 31, 2022 MAGELLAN SPECIALTY HEALTH (A Business of Magellan Health, Inc.) COMBINED FINANCIAL STATEMENTS Year Ended December 31, 2022 Contents Report of Independent Auditors 1 Audited Financial Statements Combined Balance Sheet 3 Combined Statement of Income 4 Combined Statement of Net

Calculation of Filing Fee Table Form 424B7 (Form Type) Evolent Health, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1—Newly Registered Securities

Exhibit 107 EX-FILING FEES Calculation of Filing Fee Table Form 424B7 (Form Type) Evolent Health, Inc.

SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ 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: 001-37415 Evole

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 November 2, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization

Evolent Announces Third Quarter 2023 Results

Exhibit 99.1 Evolent Announces Third Quarter 2023 Results WASHINGTON (November 2, 2023) – Evolent Health, Inc. (NYSE: EVH), 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 quarter ended September 30, 2023. Highlights from the third quarter 20

UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS

Exhibit 99.2 UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS The following restated unaudited pro forma combined financial statements (“pro forma financial statements”) have been prepared based on the historical consolidated financial statements of Evolent Health, Inc. (“Evolent”, “we”, “the Company”) to give effect to the following transaction (the “Transaction”): On November 17, 2022, Evolent

COMBINED UNAUDITED FINANCIAL STATEMENTS MAGELLAN SPECIALTY HEALTH (A Business of Magellan Health, Inc.) September 30, 2022 MAGELLAN SPECIALTY HEALTH (A Business of Magellan Health, Inc.) COMBINED FINANCIAL STATEMENTS

Exhibit 99.1 COMBINED UNAUDITED FINANCIAL STATEMENTS MAGELLAN SPECIALTY HEALTH (A Business of Magellan Health, Inc.) September 30, 2022 MAGELLAN SPECIALTY HEALTH (A Business of Magellan Health, Inc.) COMBINED FINANCIAL STATEMENTS Contents Combined Balance Sheets as of December 31, 2021 and September 30, 2022 (unaudited) 1 Combined Statements of Income (unaudited) 2 Consolidated Statements of Net P

Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 January 19, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organizati

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 January 19, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organizati

COMBINED FINANCIAL STATEMENTS MAGELLAN SPECIALTY HEALTH (A Business of Magellan Health, Inc.) December 31, 2020 and 2021 MAGELLAN SPECIALTY HEALTH (A Business of Magellan Health, Inc.) COMBINED FINANCIAL STATEMENTS Years Ended December 31, 2020 and 2

Exhibit 99.1 COMBINED FINANCIAL STATEMENTS MAGELLAN SPECIALTY HEALTH (A Business of Magellan Health, Inc.) December 31, 2020 and 2021 MAGELLAN SPECIALTY HEALTH (A Business of Magellan Health, Inc.) COMBINED FINANCIAL STATEMENTS Years Ended December 31, 2020 and 2021 Contents Report of Independent Auditors 1 Audited Financial Statements Combined Balance Sheets 3 Combined Statements of Income 4 Comb

UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS

Exhibit 99.3 UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS The following restated unaudited pro forma combined financial statements (“pro forma financial statements”) have been prepared based on the historical consolidated financial statements of Evolent Health, Inc. (“Evolent”, “we”, “the Company”) to give effect to the following transaction (the “Transaction”): On November 17, 2022, Evolent

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 August 2, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation

SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ 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: 001-37415 Evolent He

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 August 2, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization)

Evolent Announces Second Quarter 2023 Results

Exhibit 99.1 Evolent Announces Second Quarter 2023 Results WASHINGTON (August 2, 2023) – Evolent Health, Inc. (NYSE: EVH), 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 quarter ended June 30, 2023. Highlights from the second quarter 2023 an

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 July 26, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 July 26, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization) C

Evolent welcomes Toyin Ajayi to its Board of Directors Dr. Ajayi becomes the ninth independent board member; adds exceptional, relevant expertise as a CEO, physician, entrepreneur and advocate for improving health care quality and cost for underserve

Evolent welcomes Toyin Ajayi to its Board of Directors Dr. Ajayi becomes the ninth independent board member; adds exceptional, relevant expertise as a CEO, physician, entrepreneur and advocate for improving health care quality and cost for underserved populations. WASHINGTON, (July 26, 2023) – Evolent Health Inc. (NYSE: EVH), a health care company that delivers proven value-based specialty care so

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June 21, 2023 Office of Trade & Services United States Securities and Exchange Commission Division of Corporation Finance 100 F Street N.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 June 8, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 June 8, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization) Co

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 May 23, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 May 23, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization) Co

$1.95B 2023 Revenue Outlook at Midpoint 39%1 Revenue CAGR Q4 2019 – Q1 2023 $190M1 2023 Adjusted EBITDA Outlook at Midpoint ~110% Revenue Renewal Rate (2022) $50B Cross-Sell Revenue Opportunity out of $150B Specialty TAM ~5,000 FTE’s Including ~300 M

exhibit991 $1.95B 2023 Revenue Outlook at Midpoint 39%1 Revenue CAGR Q4 2019 – Q1 2023 $190M1 2023 Adjusted EBITDA Outlook at Midpoint ~110% Revenue Renewal Rate (2022) $50B Cross-Sell Revenue Opportunity out of $150B Specialty TAM ~5,000 FTE’s Including ~300 MDs and ~1,100 Other Clinicians o o o o o o o Performance Suite Technology and Service Suite/Other Business Model Mature1 Flow- Through Marg

SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 OR ☐ 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: 001-37415 Evolent H

Amended and Restated Performance Stock Unit Award Agreement under the Evolent Health, Inc 2015 Omnibus Incentive Compensation Plan, filed as Exhibit 10.6 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on May 3, 2023, and incorporated herein by reference.

EXHIBIT 10.6 EVOLENT HEALTH, INC. 2015 OMNIBUS INCENTIVE COMPENSATION PLAN AMENDED AND RESTATED PERFORMANCE STOCK UNIT AWARD AGREEMENT PERFORMANCE STOCK UNIT award agreement under the EVOLENT HEALTH, INC. 2015 Omnibus Incentive Compensation Plan, dated as of [DATE] between EVOLENT HEALTH, INC., a Delaware corporation (the “Company”), and . This Performance Stock Unit Award Agreement, as amended an

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 May 3, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization) Com

Evolent Health Announces First Quarter 2023 Results

Exhibit 99.1 Evolent Health Announces First Quarter 2023 Results WASHINGTON (May 3, 2023) – Evolent Health, Inc. (NYSE: EVH), a health care company that delivers proven clinical and administrative solutions to payers and providers, today announced financial results for the quarter ended March 31, 2023. Highlights from the first quarter 2023 announcement include: •Revenue of $427.7 million, an incr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14

EVH / Evolent Health Inc - Class A / MAGELLAN HEALTH INC - SC 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* Evolent Health, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 30050B101 (CUSIP Number) April 6, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 April 19, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization)

Evolent Health Names New Independent Nominee for Election to Board of Directors Richard Jelinek nominated to join the Board; current director David Farner to depart the Board in June 2023, in addition to previously announced departure of Frank Willia

Exhibit 99.1 Evolent Health Names New Independent Nominee for Election to Board of Directors Richard Jelinek nominated to join the Board; current director David Farner to depart the Board in June 2023, in addition to previously announced departure of Frank Williams. WASHINGTON (April 19, 2023) — Evolent Health, Inc. (NYSE: EVH), a health care company that delivers proven specialty clinical solutio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 March 28, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 March 28, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization)

EVH / Evolent Health Inc - Class A / UPMC - SC 13G/A Passive Investment

SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* Evolent Health, Inc. (Name of Issuer) Class A Common Stock, $0.01 par value per share (Title of Class of Securities) 30050B101 (CUSIP Number) February 28, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

Stock and Asset Purchase Agreement by and among Evolent Health, Inc., Evolent Health LLC, Magellan Health, Inc. and Magellan Healthcare, Inc., dated as of November 17, 2022 which was filed as Exhibit 2.5 to the Company’s Annual Report on Form 10-K filed with the SEC on February 24, 2023, and incorporated herein by reference.

Exhibit 2.5 STOCK AND ASSET PURCHASE AGREEMENT by and among EVOLENT HEALTH, INC., EVOLENT HEALTH LLC, MAGELLAN HEALTH, INC., and MAGELLAN HEALTHCARE, INC. Dated as of November 17, 2022 TABLE OF CONTENTS Page ARTICLE I PURCHASE AND SALE Section 1.1 Acquisition 1 Section 1.2 Closing 1 Section 1.3 Certain Closing Deliveries 2 Section 1.4 Closing Payments and Issuances 4 Section 1.5 First Post-Closing

Severance and Change-in-Control Agreement, dated as of January 27, 2021, by and between Evolent Health, Inc. and Mr. Dan McCarthy, filed as Exhibit 10.28 to the Company's Annual Report on Form 10-K filed with the SEC on February 24, 2023, and incorporated by reference herein.

Exhibit 10.28 SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT THIS SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT (this “Agreement”), dated as of January 27, 2021 (the “Effective Date”), is made by and between Evolent Health, Inc., a corporation organized under the laws of the State of Delaware (the “Company”) and Dan McCarthy (“Executive”). WHEREAS, the Board of Directors of the Company (the “Board”) has de

SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) S ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ 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: 001-37415 Evolent Health

Amendment No. 1 to Stock and Asset Purchase Agreement dated January 20, 2023, by and among Evolent Health, Inc., Evolent Health LLC, and Magellan Health, Inc. which was filed as Exhibit 2.6 to the Company’s Annual Report on Form 10-K filed with the SEC on February 24, 2023, and incorporated herein by reference.

Exhibit 2.6 AMENDMENT NO. 1 TO STOCK AND ASSET PURCHASE AGREEMENT This AMENDMENT NO. 1, dated as of January 20, 2023 (this “Amendment”), is by and among Evolent Health, Inc., a Delaware corporation (“Buyer Parent”), Evolent Health LLC, a Delaware limited liability company (“Buyer” and, together with Buyer Parent, the “Buyer Entities”), and Magellan Health, Inc., a Delaware corporation (“Seller Par

Amendment No. 2 to Stock and Asset Purchase Agreement dated February 17, 2023, by and among Evolent Health, Inc., Evolent Health LLC, and Magellan Health, Inc. which was filed as Exhibit 2.7 to the Company’s Annual Report on Form 10-K filed with the SEC on February 24, 2023, and incorporated herein by reference.

Exhibit 2.7 AMENDMENT NO. 2 TO STOCK AND ASSET PURCHASE AGREEMENT This AMENDMENT NO. 2, dated as of February 17, 2023 (this “Amendment”), is by and among Evolent Health, Inc., a Delaware corporation (“Buyer Parent”), Evolent Health LLC, a Delaware limited liability company (“Buyer” and, together with Buyer Parent, the “Buyer Entities”), and Magellan Health, Inc., a Delaware corporation (“Seller Pa

Subsidiaries of Evolent Health, Inc.

Exhibit 21.1 List of Subsidiaries Legal Name Jurisdiction of Organization Evolent Health LLC Delaware NCIS Holdings, Inc. Delaware NCH Management Systems, Inc. California Evolent Assurance Solutions, LLC Vermont EH Holding Company, Inc. Delaware Justify Holdings, Inc. Kentucky Evolent Health International Private Ltd. India Evolent Care Partners Holding Company, Inc. Delaware Evolent Care Partners

Evolent Health Announces Fourth Quarter and Full Year 2022 Results

Exhibit 99.1 Evolent Health Announces Fourth Quarter and Full Year 2022 Results WASHINGTON (February 22, 2023) – Evolent Health, Inc. (NYSE: EVH), a health care company that delivers proven clinical and administrative solutions to payers and providers, today announced financial results for the quarter ended December 31, 2022. Highlights from the fourth quarter and full year 2022 announcement inclu

_________________________ FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 February 22, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 February 22, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organizatio

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 February 14, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organizatio

EVH / Evolent Health Inc / GRANAHAN INVESTMENT MANAGEMENT INC/MA Passive Investment

SC 13G/A 1 fp0081954-8sc13ga.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 1)* EVOLENT HEALTH, INC (Name of Issuer) Class A Common Stock, par value $0.01 (Title of Class of Securities) 30050B101 (CUS

EVH / Evolent Health Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 5)* Name of issuer: Evolent Health Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 30050B101 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is

EVH / Evolent Health Inc / UPMC - SC 13G/A Passive Investment

SC 13G/A 1 d314073dsc13ga.htm SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* Evolent Health, Inc. (Name of Issuer) Class A Common Stock, $0.01 par value per share (Title of Class of Securities) 30050B101 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement)

EVH / Evolent Health Inc / MAGELLAN HEALTH INC - SC 13G Passive Investment

SC 13G 1 brhc10047098sc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Evolent Health, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 30050B101 (CUSIP Number) January 20, 2023 (Date of Event Which Requires Filing of this Statement) Ch

Certificate of Designation of Series A Convertible Preferred Stock of the Company, dated as of January 19, 2023, filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the SEC on January 23, 2023, and incorporated herein by reference.

EXHIBIT 3.1 CERTIFICATE OF DESIGNATION OF CUMULATIVE SERIES A CONVERTIBLE PREFERRED SHARES OF EVOLENT HEALTH, INC. Pursuant to Section 151 of the General Corporation Law of the State of Delaware Pursuant to Section 151 of the General Corporation Law of the State of Delaware (the “DGCL”), Evolent Health, Inc., a corporation duly organized and validly existing under the DGCL (the “Company”), in acco

Registration Rights Agreement, dated as of January 20, 2023, by and among the Stockholders named in Schedule I thereto and the Company, filed as Exhibit 10.4 to the Company’s Current Report on Form 8-K filed with the SEC on January 23, 2023, and incorporated herein by reference.

EXHIBIT 10.4 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (as may be further amended, modified and supplemented from time to time, this “Agreement”), dated as of January 20, 2023, is by and among Evolent Health, Inc., a Delaware corporation (the “Corporation”), the Stockholders named in Schedule I hereto (each individually, a “Stockholder” and collectively, the “Stockholders”) and a

UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS

EXHIBIT 99.3 UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS The following unaudited pro forma combined financial statements (“pro forma financial statements”) have been prepared based on the historical consolidated financial statements of Evolent Health, Inc. (“Evolent”, “we”, “the Company”) to give effect to the following transaction (the “Transaction”): On November 17, 2022, Evolent and Evole

COMBINED FINANCIAL STATEMENTS MAGELLAN SPECIALTY HEALTH (A Business of Magellan Health, Inc.) December 31, 2020 and 2021

Exhibit 99.1 COMBINED FINANCIAL STATEMENTS MAGELLAN SPECIALTY HEALTH (A Business of Magellan Health, Inc.) December 31, 2020 and 2021 MAGELLAN SPECIALTY HEALTH (A Business of Magellan Health, Inc.) COMBINED FINANCIAL STATEMENTS Years Ended December 31, 2020 and 2021 Contents Report of Independent Auditors 1 Audited Financial Statements Combined Balance Sheets 3 Combined Statements of Income 4 Cons

COMBINED UNAUDITED FINANCIAL STATEMENTS MAGELLAN SPECIALTY HEALTH (A Business of Magellan Health, Inc.) September 30, 2022

Exhibit 99.2 COMBINED UNAUDITED FINANCIAL STATEMENTS MAGELLAN SPECIALTY HEALTH (A Business of Magellan Health, Inc.) September 30, 2022 MAGELLAN SPECIALTY HEALTH (A Business of Magellan Health, Inc.) COMBINED FINANCIAL STATEMENTS Contents Combined Balance Sheets as of December 31, 2021 and September 30, 2022 (unaudited) 1 Combined Statements of Income (unaudited) 2 Consolidated Statement of Net Pa

Amendment No. 1, dated as of January 20, 2023, to the Credit Agreement, dated as of August 1, 2022, by the Lenders party thereto, EVH LLC, as the Administrative Borrower, the other borrowers party thereto, the Company, as the Parent, each other Guarantor party thereto, Ares Capital Corporation, as Administrative Agent, and ACF Finco I LP, as Collateral Agent and Revolving Agent, filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the SEC on January 23, 2023, and incorporated herein by reference.

EXHIBIT 10.1 AMENDMENT NO. 1 TO CREDIT AGREEMENT AMENDMENT NO. 1 to CREDIT AGREEMENT, dated as of January 20, 2023 (this “Amendment”), by the Lenders party hereto, EVOLENT HEALTH LLC, a Delaware limited liability company, as the Administrative Borrower, the other Borrowers party hereto, EVOLENT HEALTH, INC., a Delaware corporation, as the Parent, each other Guarantor party hereto, Ares Capital Cor

Securities Purchase Agreement, dated as of January 20, 2023, by and among the Purchasers listed on Schedule I thereto and the Company, filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K filed with the SEC on January 23, 2023, and incorporated herein by reference.

EXHIBIT 10.2 SECURITIES PURCHASE AGREEMENT (SERIES A CONVERTIBLE PREFERRED SHARES) BY AND AMONG THE PURCHASERS LISTED ON SCHEDULE I HERETO AND EVOLENT HEALTH, INC. DATED AS OF JANUARY 20, 2023 TABLE OF CONTENTS Page ARTICLE I SALE AND PURCHASE OF SECURITIES 1 Section 1.1 Sale and Purchase of Securities 1 Section 1.2 Closing 2 ARTICLE II REPRESENTATIONS AND WARRANTIES OF THE COMPANY 2 Section 2.1 T

Investors Rights Agreement, dated as of January 20, 2023, by and among the Purchasers listed on Schedule I thereto and the Company, filed as Exhibit 10.3 to the Company’s Current Report on Form 8-K filed with the SEC on January 23, 2023, and incorporated herein by reference.

EXHIBIT 10.3 INVESTORS RIGHTS AGREEMENT (Series A Convertible Preferred Shares) This INVESTORS RIGHTS AGREEMENT (Series A Convertible Preferred Shares) (this “Agreement”), dated as of January 20, 2023, is made by and among (i) the Purchasers named in Schedule I hereto (collectively, the “Purchasers”), (ii) Evolent Health, Inc., a Delaware corporation (the “Issuer”), and (iii) the Holders who becom

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (date of earliest event reported): January 19, 2023 Evolent Health, Inc.

Registration Rights Agreement, dated as of January 20, 2023, by and between Magellan Health, Inc. and the Company, filed as Exhibit 10.5 to the Company’s Current Report on Form 8-K filed with the SEC on January 23, 2023, and incorporated herein by reference.

EXHIBIT 10.5 REGISTRATION RIGHTS AGREEMENT REGISTRATION RIGHTS AGREEMENT (as may be further amended, modified and supplemented from time to time, this “Agreement”), dated as of January 20, 2023, is by and among Evolent Health, Inc., a Delaware corporation (the “Corporation”), Magellan Health, Inc., a Delaware corporation (the “Stockholder”) and any other person who may become a party hereto pursua

Lock-Up Agreement, Dated as of January 20, 2023, by and between Magellan Health, Inc. and the Company, filed as Exhibit 10.6 to the Company’s Current Report on Form 8-K filed with the SEC on January 23, 2023, and incorporated herein by reference.

EXHIBIT 10.6 Lock-Up Agreement January 20, 2023 Evolent Health, Inc. 800 N. Glebe Road, Suite 500 Arlington, Virginia 22203 Ladies and Gentlemen: This letter is being delivered to you in connection with the closing of the transactions contemplated by that certain Stock and Asset Purchase Agreement by and among Evolent Health, Inc., a Delaware corporation (“Buyer Parent”), Evolent Health LLC, a Del

EVH / Evolent Health Inc / JPMORGAN CHASE & CO - FILING EVOLENT HEALTH, INC. Passive Investment

SC 13G/A 1 EvolentHealthInc.htm FILING EVOLENT HEALTH, INC. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 06)* Evolent Health, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 30050B101 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Fil

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 January 11, 2023 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization

1 41st Annual J.P. Morgan Healthcare Conference Investor Presentation January 11, 2023 Exhibit 99.1 2 Safe Harbor Statement Certain statements, including but not limited to estimates of Adjusted EBITDA, earnings growth, expected cost synergies and ne

1 41st Annual J.P. Morgan Healthcare Conference Investor Presentation January 11, 2023 Exhibit 99.1 2 Safe Harbor Statement Certain statements, including but not limited to estimates of Adjusted EBITDA, earnings growth, expected cost synergies and net leverage ratios, made in this presentation and in other written or oral statements made by us or on our behalf are “forward-looking statements” with

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 November 17, 2022 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organizatio

1 Acquisition of NIA and Partnership with Centene November 17, 2022 Exhibit 99.1 2 Safe Harbor Statement Certain statements, including but not limited to estimates of Adjusted EBITDA, earnings growth, expected cost synergies and net leverage ratios,

1 Acquisition of NIA and Partnership with Centene November 17, 2022 Exhibit 99.1 2 Safe Harbor Statement Certain statements, including but not limited to estimates of Adjusted EBITDA, earnings growth, expected cost synergies and net leverage ratios, made in this presentation and in other written or oral statements made by us or on our behalf are ?forward-looking statements? within the meaning of t

EVOLENT HEALTH ANNOUNCES ACQUISITION OF SPECIALTY ASSET NIA AND STRATEGIC PARTNERSHIP WITH CENTENE

Exhibit 99.2 EVOLENT HEALTH ANNOUNCES ACQUISITION OF SPECIALTY ASSET NIA AND STRATEGIC PARTNERSHIP WITH CENTENE ?Accelerates Evolent Health's Value-Based Specialty Care Market Leadership ?Transaction Anticipated to be Immediately Accretive to Adjusted EBITDA Margins and Cash Flow ?Highly Complementary Business Expected to Add $85 Million of High-Visibility Adjusted EBITDA by 2024; Maintains Strong

Confidential – Do Not Distribute1 Evolent Health, Inc. Supplemental Investor Presentation November 9, 2022 Exhibit 99.1 2 Safe Harbor Statement Certain statements made in this presentation and in other written or oral statements made by us or on our

Confidential ? Do Not Distribute1 Evolent Health, Inc. Supplemental Investor Presentation November 9, 2022 Exhibit 99.1 2 Safe Harbor Statement Certain statements made in this presentation 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 statem

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 November 9, 2022 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization

SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ? 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: 001-37415 Evole

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 November 2, 2022 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization

Evolent Health Announces Third Quarter 2022 Results

Exhibit 99.1 Evolent Health Announces Third Quarter 2022 Results WASHINGTON (November 2, 2022) ? Evolent Health, Inc. (NYSE: EVH), a health care company that delivers proven clinical and administrative solutions to payers and providers, today announced financial results for the quarter ended September 30, 2022. Highlights from the third quarter of 2022 announcement include: Quarter ended September

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 October 11, 2022 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 September 1, 2022 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organizatio

EVH / Evolent Health Inc / Engaged Capital LLC - AMENDMENT NO. 5 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 5)1 Evolent Health, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 30050B101 (CUSIP Number) GLENN W.

Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 August 17, 2022 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization)

Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 August 11, 2022 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization)

Guarantee Agreement, by Evolent Health, Inc. and each of the other guarantors in favor of Ares Capital Corporation, as administrative agent for the lenders, and ACF Finco I LP, as collateral agent for the lenders, dated as of August 1, 2022, filed as Exhibit 10.3 to the Company’s Form 10-Q with the SEC on August 3, 2022 and incorporated herein by reference

Exhibit 10.3 Execution Version GUARANTEE AGREEMENT GUARANTEE AGREEMENT (this ?Guarantee?), dated as of August 1, 2022, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the ?Guarantors?), in favor of ARES CAPITAL CORPORATION, a Maryland corporation (?Ares?), as administrative agent for the Lenders (in such capacity, together w

3,741,731 shares Evolent Health, Inc. Class A common stock

Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-266495 Prospectus supplement (To Prospectus dated August 3, 2022) 3,741,731 shares Evolent Health, Inc. Class A common stock This prospectus supplement relates to the resale from time to time of up to 3,741,731 shares of Class A common stock of Evolent Health, Inc., par value $0.01 per share, held by the selling stockholders i

CALCULATION OF FILING FEE TABLE (Form Type) Evolent Health, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Of

Exhibit 107 EX-FILING FEES CALCULATION OF FILING FEE TABLE 424B7 (Form Type) Evolent Health, Inc.

Agreement and Plan of Merger, dated August 1, 2022, by and among Evolent Health, Inc., Evolent Health LLC, Endzone Merger Sub, Inc, TPG Growth Iceman Parent, Inc. and the Sellers’ Representative, filed as Exhibit 2.4 to the Company’s Form 10-Q with the SEC on August 3, 2022 and incorporated herein by reference.

Exhibit 2.4 AGREEMENT AND PLAN OF MERGER BY AND AMONG EVOLENT HEALTH, INC., EVOLENT HEALTH, LLC, ENDZONE MERGER SUB, INC., TPG GROWTH ICEMAN PARENT, INC. AND THE SELLERS? REPRESENTATIVE DATED AS OF JUNE 24, 2022 TABLE OF CONTENTS LIST OF EXHIBITS AND SCHEDULES 3 AGREEMENT AND PLAN OF MERGER 1 ARTICLE 1 DEFINITIONS 2 1.1 DEFINITIONS 2 1.2 CROSS REFERENCES 17 ARTICLE 2 THE MERGER 20 2.1 THE MERGER 2

Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Table Form S-3ASR (Form Type) Evolent Health, Inc.

Credit Agreement, by and among Evolent Health, Inc., Evolent Health LLC, certain subsidiaries of Evolent Health, Inc, as guarantors, the lenders from time to time party thereto, and Ares Capital Corporation, as administrative agent, and ACF Finco I LP, as revolving agent and collateral agent, dated as of August 1, 2022, filed as Exhibit 10.1 to the Company’s Form 10-Q with the SEC on August 3, 2022 and incorporated herein by reference.

Exhibit 10.1 EXECUTION VERSION CREDIT AGREEMENT by and among EVOLENT HEALTH LLC, as Administrative Borrower, ENDZONE MERGER SUB, INC., as Initial Borrower which upon consummation of the TPG Acquisition will be merged with and into TPG GROWTH ICEMAN PARENT, INC., as TPG and, upon consummation of the TPG Acquisition, as the survivor thereof, as a Borrower, IMPLANTABLE PROVIDER GROUP, INC., as a Borr

Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 3, 2022 Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation) (Commission Fil

As filed with the Securities and Exchange Commission on August 3, 2022

Table of Contents As filed with the Securities and Exchange Commission on August 3, 2022 Registration No.

Registration Rights Agreement, dated August 1, 2022, by and between Evolent Health, Inc., TPG Growth V Iceman, L.P., and the individuals in Schedule I of the agreemen

Exhibit 4.1 Execution Version REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this ?Agreement?), is dated as of August 1, 2022, by and between Evolent Health, Inc., a Delaware corporation (the ?Company?), TPG Growth V Iceman, L.P., a Delaware limited partnership (the ?TPG Holder?) and the individuals set forth on Schedule I hereto (together with the TPG Holder, each a ?Holder? an

Security Agreement, by and among Evolent Health, Inc., Evolent Health LLC, the other guarantors and ACF Finco I LP, as collateral agent for the benefit of the secured parties, dated as of August 1, 2022, filed as Exhibit 10.2 to the Company’s Form 10-Q with the SEC on August 3, 2022 and incorporated herein by reference.

Exhibit 10.2 Execution Version SECURITY AGREEMENT SECURITY AGREEMENT, dated as of August 1, 2022, made by each of the signatories hereto (together with any other entity that may become a party hereto as provided herein, the ?Grantors?), in favor of ACF FINCO I LP, a Delaware limited partnership, as collateral agent (in such capacity, together with its successors and assigns in such capacity, the ?

Registration Rights Agreement, dated August 1, 2022, by and between Evolent Health, Inc., TPG Growth V Iceman, L.P., and the individuals set forth on Schedule I thereto (incorporated by reference to Exhibit 4.1 to our Quarterly Report on Form 10-Q filed with the SEC on August 3, 2022).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? 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: 001-37415 Evolent He

Evolent Health Announces Second Quarter 2022 Results Announces Four Operating Partner Additions

Exhibit 99.1 Evolent Health Announces Second Quarter 2022 Results Announces Four Operating Partner Additions WASHINGTON (August 2, 2022) – Evolent Health, Inc. (NYSE: EVH), a health care company that delivers proven clinical and administrative solutions to payers and providers, today announced financial results for the quarter ended June 30, 2022. Highlights from the second quarter of 2022 announc

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 August 1, 2022 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization)

EVH / Evolent Health Inc / Engaged Capital LLC - AMENDMENT NO. 4 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 4)1 Evolent Health, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 30050B101 (CUSIP Number) GLENN W.

1 Accelerating Evolent’s Market Leadership in Value-Based Care June 29, 2022 2 Safe Harbor Statement Certain statements made in this presentation and in other written or oral statements made by us or on our behalf are “forward-looking statements” wit

1 Accelerating Evolent?s Market Leadership in Value-Based Care June 29, 2022 2 Safe Harbor Statement Certain statements made in this presentation 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?).

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 June 24, 2022 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization) C

EVOLENT HEALTH TO ACQUIRE IPG

Exhibit 99.2 EVOLENT HEALTH TO ACQUIRE IPG - Expected to Accelerate Evolent Health?s Position as a Leading Provider of Value-Based Specialty Care Solutions - Expands Evolent?s Value-Based Specialty Care Solutions Portfolio to Musculoskeletal Conditions - Expected to be Immediately Accretive to Adjusted EBITDA Margins and Cash Flow - Diversifies Customer Mix and Accelerates Entry into Commercial Li

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 June 9, 2022 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization) Co

EVH / Evolent Health Inc / Engaged Capital LLC - AMENDMENT NO. 3 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 3)1 Evolent Health, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 30050B101 (CUSIP Number) GLENN W.

Form of Corporate PSU Award Agreement under the Evolent Health, Inc. 2015 Omnibus Incentive Compensation Plan, filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on May 5, 2022.

Exhibit 10.1 EVOLENT HEALTH, INC. 2015 OMNIBUS INCENTIVE COMPENSATION PLAN PERFORMANCE STOCK UNIT AWARD AGREEMENT PERFORMANCE STOCK UNIT award agreement under the EVOLENT HEALTH, INC. 2015 Omnibus Incentive Compensation Plan, dated as of [DATE] between EVOLENT HEALTH, INC., a Delaware corporation (the ?Company?), and . This Performance Stock Unit Award Agreement (this ?Award Agreement?) sets forth

Form of Business Unit PSU Award Agreement under the Evolent Health, Inc., 2015 Omnibus Incentive Compensation Plan, filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed with the SEC on May 5, 2022.

Exhibit 10.2 EVOLENT HEALTH, INC. 2015 OMNIBUS INCENTIVE COMPENSATION PLAN PERFORMANCE STOCK UNIT AWARD AGREEMENT PERFORMANCE STOCK UNIT award agreement under the EVOLENT HEALTH, INC. 2015 Omnibus Incentive Compensation Plan, dated as of [DATE] between EVOLENT HEALTH, INC., a Delaware corporation (the ?Company?), and . This Performance Stock Unit Award Agreement (this ?Award Agreement?) sets forth

SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 OR ? 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: 001-37415 Evolent H

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 May 4, 2022 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization) Com

Evolent Health Announces First Quarter 2022 Results Announces Two Operating Partner Additions and One Expansion

Exhibit 99.1 Evolent Health Announces First Quarter 2022 Results Announces Two Operating Partner Additions and One Expansion WASHINGTON (May 4, 2022) ? Evolent Health, Inc. (NYSE: EVH), a health care company that delivers proven clinical and administrative solutions to payers and providers, today announced financial results for the quarter ended March 31, 2022. Highlights from the first quarter of

Definitive Proxy Statement

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 March 1, 2022 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization) C

SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) S ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? 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: 001-37415 Evolent Health

Exhibit 4.6

Exhibit 4.6 EVOLENT HEALTH, INC. DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 DESCRIPTION OF COMMON STOCK As of December 31, 2021, Evolent Health, Inc. (the ?Company,? ?us,? ?we,? or ?our?) had one class of securities, our Class A common stock, par value $0.01 per share, registered under Section 12 of the Securities Exchange Ac

Subsidiaries of Evolent Health, Inc.

Exhibit 21.1 List of Subsidiaries Legal Name Jurisdiction of Organization Evolent Health LLC Delaware NCIS Holdings, Inc. Delaware NCH Management Systems, Inc. California Evolent Assurance Solutions, LLC Vermont EH Holding Company, Inc. Delaware Justify Holdings, Inc. Kentucky Evolent Health International Private Ltd. India Evolent Care Partners Holding Company, Inc. Delaware Evolent Care Partners

Form of Executive Officer Restricted Stock Unit Award Agreement under the Evolent Health, Inc. 2015 Omnibus Incentive Compensation Plan, which was filed as Exhibit 10.31 to the Company’s Annual Report on Form 10-K filed with the SEC on February 23, 2022, and incorporated herein by reference.

Exhibit 10.31 RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE EVOLENT HEALTH, INC. 2015 OMNIBUS INCENTIVE COMPENSATION PLAN, dated as of between EVOLENT HEALTH, INC., a Delaware corporation (the ?Company?), and . This Restricted Stock Unit Award Agreement (this ?Award Agreement?) sets forth the terms and conditions of an award of restricted stock units (this ?Award?) that are subject to the terms

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 February 23, 2022 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organizatio

Evolent Health Announces Fourth Quarter and Full Year 2021 Results Announces Four New Partner Additions

Exhibit 99.1 Evolent Health Announces Fourth Quarter and Full Year 2021 Results Announces Four New Partner Additions Washington, D.C., (February 23, 2022) ? Evolent Health, Inc. (NYSE: EVH), a health care company that delivers proven clinical and administrative solutions to payers and providers, today announced financial results for the quarter and full year ended December 31, 2021. Highlights fro

EVH / Evolent Health Inc / GRANAHAN INVESTMENT MANAGEMENT INC/MA Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) (AMENDMENT NO. 0)* EVOLENT HEALTH, INC (Name of Issuer) Class A Common Stock (Title of Class of Securities) 30050B101 (CUSIP Number) December 31, 2021 (Date of Event Which

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 February 10, 2022 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organizatio

EVH / Evolent Health Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 4)* Name of issuer: Evolent Health Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 30050B101 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 January 11, 2022 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization

0 40th Annual J.P. Morgan Healthcare Conference Investor Presentation January 12, 2022 1 Safe Harbor Statement Certain statements made in this report and in other written or oral statements made by us or on our behalf are “forward-looking statements”

0 40th Annual J.P. Morgan Healthcare Conference Investor Presentation January 12, 2022 1 Safe Harbor Statement 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 histor

EVH / Evolent Health Inc / JPMORGAN CHASE & CO - FILING EVOLENT HEALTH, INC. Passive Investment

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 05)* Evolent Health, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 30050B101 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo

EVH / Evolent Health Inc / Engaged Capital I Lp - AMENDMENT NO. 2 TO THE SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO ? 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO ? 240.13d-2(a) (Amendment No. 2)1 Evolent Health, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 30050B101 (CUSIP Number) STEVE WOL

SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ? 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: 001-37415 Evole

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 October 28, 2021 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization

Evolent Health Elects Dr. Tunde Sotunde MD, MBA, FAAP to Board Of Directors Frank Williams transitions to non-executive Chairman of the Board, as part of Evolent’s thoughtful leadership succession planning process

Exhibit 99.2 Evolent Health Elects Dr. Tunde Sotunde MD, MBA, FAAP to Board Of Directors Frank Williams transitions to non-executive Chairman of the Board, as part of Evolent’s thoughtful leadership succession planning process WASHINGTON, November 3, 2021 - Evolent Health, Inc. (NYSE: EVH), a health care company that delivers proven clinical and administrative solutions to payers and providers, to

Evolent Health Announces Third Quarter 2021 Results

Exhibit 99.1 Evolent Health Announces Third Quarter 2021 Results Washington, D.C., (November 3, 2021) ? Evolent Health, Inc. (NYSE: EVH), a health care company that delivers proven clinical and administrative solutions to payers and providers, today announced financial results for the quarter ended September 30, 2021. Highlights from the third quarter of 2021 announcement include: Quarter ended Se

Unregistered Sales of Equity Securities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 October 1, 2021 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization)

SECURITIES AND EXCHANGE COMMISSION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? 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: 001-37415 Evolent He

Purchase Agreement and Agreement and Plan of Merger, dated August 2, 2021, by and among Evolent Health, Inc., Evolent Health LLC, EV Thunder Merger Sub, LLC, WindRose Health Investors III, L.P., Vital Decisions Acquisition, LLC and WindRose Health Investors, LLC, as the representative, filed as Exhibit 2.1 to the Company’s report on Form 8-K filed with the SEC on August 4, 2021 and incorporated herein by reference

Exhibit 2.1 PURCHASE AGREEMENT AND AGREEMENT AND PLAN OF MERGER by and among WINDROSE HEALTH INVESTORS III, L.P., VITAL DECISIONS ACQUISITION, LLC, EVOLENT HEALTH, INC., EVOLENT HEALTH LLC, EV THUNDER MERGER SUB, LLC, and THE REPRESENTATIVE NAMED HEREIN August 2, 2021 TABLE OF CONTENTS Page ARTICLE 1 THE PURCHASE AND THE MERGER 2 1A The Purchase 2 1B The Merger 2 1C Consummation of the Merger 2 1D

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 August 2, 2021 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization)

Evolent Health Announces Second Quarter 2021 Results

Exhibit 99.1 Evolent Health Announces Second Quarter 2021 Results Washington, D.C., (August 4, 2021) ? Evolent Health, Inc. (NYSE: EVH), a health care company that delivers proven clinical and administrative solutions to payers and providers, today announced financial results for the quarter ended June 30, 2021. Highlights from the second quarter of 2021 announcement include: Quarter ended June 30

Evolent Health Announces Agreement to Acquire Vital Decisions, Expanding its Depth and Breadth in Specialty Care Management The addition of Vital Decisions’ specialized patient engagement services expected to position New Century Health to accelerate

Exhibit 99.2 Evolent Health Announces Agreement to Acquire Vital Decisions, Expanding its Depth and Breadth in Specialty Care Management The addition of Vital Decisions? specialized patient engagement services expected to position New Century Health to accelerate growth, improve patient care quality and increase margins by adding capabilities in patient engagement, telehealth and end-of-life manag

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

Registration No. 333- ?????????????????????????????????????????????????? UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ?????????????????????????????????????????????????? FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ?????????????????????????????????????????????????? Evolent Health, Inc. (Exact name of registrant as specified in its charter) ????????????

Certificate of Amendment of the Second Amended and Restated Certificate of Incorporation of Evolent Health, Inc., dated June 10, 2021, filed as Exhibit 3.1 to the Company’s report on Form 8-K filed with the SEC on June 10, 2021 and incorporated herein by reference.

Exhibit 3.1 CERTIFICATE OF AMENDMENT OF SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF EVOLENT HEALTH, INC. EVOLENT HEALTH, INC. (the ?Corporation?), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (the ?DGCL?) does hereby certify as follows: 1.This Certificate of Amendment (the ?Certificate of Amendment?) amends the pro

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 June 10, 2021 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization) C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

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Confidential – Do Not Distribute0 Bank of America Conference: Evolent Health May 13, 2021 Exhibit 99.1 Confidential – Do Not Distribute1 Safe Harbor Statement Certain statements in this presentation and in other written or oral statements made by us

Confidential ? Do Not Distribute0 Bank of America Conference: Evolent Health May 13, 2021 Exhibit 99.

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 May 13, 2021 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization) Co

Stock Purchase Agreement, dated January 11, 2021, 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

Exhibit 10.1 Execution Version 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, 2021 TABLE OF CONTENTS Page ARTICLE I PURCHASE AND SALE 1 Section 1.1 Acquisition 1 Section 1.2 Closing 1 Section 1.3 Certain Closing Deliveries 1 Section 1.

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) S QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 OR ? 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: 001-37415 Evolent H

Form of Performance Stock Unit Award Agreement under the Evolent Health, Inc. 2015 Omnibus Incentive Compensation Plan, filed as Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q with the SEC on May 6, 2021.

Exhibit 10.2 EVOLENT HEALTH, INC. 2015 OMNIBUS INCENTIVE COMPENSATION PLAN PERFORMANCE STOCK UNIT AWARD AGREEMENT PERFORMANCE STOCK UNIT award agreement under the EVOLENT HEALTH, INC. 2015 Omnibus Incentive Compensation Plan, dated as of [DATE] between EVOLENT HEALTH, INC., a Delaware corporation (the ?Company?), and . This Performance Stock Unit Award Agreement (this ?Award Agreement?) sets forth

Evolent Health Announces First Quarter 2021 Results

Exhibit 99.1 Evolent Health Announces First Quarter 2021 Results Washington, D.C., (May 5, 2021) ? Evolent Health, Inc. (NYSE: EVH), a health care company that delivers proven clinical and administrative solutions to payers and providers, today announced financial results for the quarter ended March 31, 2021. Highlights from the first quarter of 2021 announcement include: Quarter ended March 31, 2

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 May 5, 2021 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization) Com

Evolent Health, Inc. Amended and Restated 2015 Omnibus Equity Incentive Plan, filed as Appendix D to the Company’s Definitive Proxy Statement on Schedule 14A filed with the SEC on April 30, 2021, and incorporated herein by reference

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

Evolent Health, Inc. Amended and Restated 2015 Omnibus Equity Incentive Plan, filed as Appendix D to the Company’s Definitive Proxy Statement on Schedule 14A filed with the SEC on April 30, 2021, and incorporated herein by reference

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14

- PRE 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 March 31, 2021 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organization)

Severance and Change-in-Control Agreement, dated as of January 27, 2021, by and between Evolent Health, Inc. and Mr. Steve Tutewohl, filed as Exhibit 10.32 to the Company's Annual Report on Form 10-K filed with the SEC on February 26, 2021

Exhibit 10.32 SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT THIS SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT (this ?Agreement?), dated as of January 27, 2021 (the ?Effective Date?), is made by and between Evolent Health, Inc., a corporation organized under the laws of the State of Delaware (the ?Company?) and Steve Tutewohl (?Executive?). WHEREAS, the Board of Directors of the Company (the ?Board?) has

Subsidiaries of Evolent Health, Inc.

Exhibit 21.1 List of Subsidiaries Legal Name Jurisdiction of Organization Evolent Health LLC Delaware NCIS Holdings, Inc. Delaware NCH Management Systems, Inc. California Evolent Assurance Solutions, LLC Vermont EH Holding Company, Inc. Delaware True Health New Mexico, Inc. New Mexico Justify Holdings, Inc. Kentucky Juntos Health Plan Inc. Texas Evolent Health International Private Ltd. India Evol

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) S ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? 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: 001-37415 Evolent Health

Evolent Health Announces Fourth Quarter and Full Year 2020 Results

Exhibit 99.1 Evolent Health Announces Fourth Quarter and Full Year 2020 Results Washington, D.C., (February 25, 2021) – Evolent Health, Inc. (NYSE: EVH), a health care company that delivers proven clinical and administrative solutions to payers and providers, today announced financial results for the quarter and full year ended December 31, 2020. Highlights from the fourth quarter and full year 20

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 February 25, 2021 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organizatio

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 February 11, 2021 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organizatio

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)*

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 3)* Name of issuer: Evolent Health Inc. Class A Title of Class of Securities: Common Stock CUSIP Number: 30050B101 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is

Severance and Change-in-Control Agreement, dated as of January 27, 2021, by and between Evolent Health, Inc. and Mr. Jonathan Weinberg, filed as Exhibit 10.4 to the Company’s Current Report on Form 8-K/A filed with the SEC on January 29, 2021, and incorporated by reference herein

Exhibit 10.4 SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT THIS SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT (this “Agreement”), dated as of January 27, 2021 (the “Effective Date”), is made by and between Evolent Health, Inc., a corporation organized under the laws of the State of Delaware (the “Company”) and Jonathan Weinberg (“Executive”). WHEREAS, the Board of Directors of the Company (the “Board”) ha

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 December 21, 2020 Date of Report (Date of earliest event reported) Evolent Health, Inc. (Exact name of registrant as specified in its charter) Delaware 001-37415 32-0454912 (State or other jurisdiction of incorporation or organizat

Severance and Change-in-Control Agreement, dated as of January 27, 2021, by and between Evolent Health, Inc. and Mr. Frank Williams, filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K/A filed with the SEC on January 29, 2021, and incorporated by reference herein

Exhibit 10.1 SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT THIS SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT (this “Agreement”), dated as of January 27, 2021 (the “Effective Date”), is made by and between Evolent Health, Inc., a corporation organized under the laws of the State of Delaware (the “Company”) and Mr. Frank Williams (“Executive”). WHEREAS, the Board of Directors of the Company (the “Board”) h

Severance and Change-in-Control Agreement, dated as of January 27, 2021, by and between Evolent Health, Inc. and Mr. John Johnson, filed as Exhibit 10.3 to the Company’s Current Report on Form 8-K/A filed with the SEC on January 29, 2021, and incorporated by reference herein

Exhibit 10.3 SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT THIS SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT (this “Agreement”), dated as of January 27, 2021 (the “Effective Date”), is made by and between Evolent Health, Inc., a corporation organized under the laws of the State of Delaware (the “Company”) and John Johnson (“Executive”). WHEREAS, the Board of Directors of the Company (the “Board”) has det

Severance and Change-in-Control Agreement, dated as of January 27, 2021, by and between Evolent Health, Inc. and Mr. Seth Blackley, filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K/A filed with the SEC on January 29, 2021, and incorporated by reference herein

Exhibit 10.2 SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT THIS SEVERANCE AND CHANGE-IN-CONTROL AGREEMENT (this “Agreement”), dated as of January 27, 2021 (the “Effective Date”), is made by and between Evolent Health, Inc., a corporation organized under the laws of the State of Delaware (the “Company”) and Mr. Seth Blackley (“Executive”). WHEREAS, the Board of Directors of the Company (the “Board”) ha

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 04)* Evolent Health, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class o

Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 04)* Evolent Health, Inc. (Name of Issuer) Class A Common Stock, par value $0.01 per share (Title of Class of Securities) 30050B101 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo