BHG / Bright Health Group, Inc. - SEC-arkiveringer, Årsrapport, Fullmaktsdokument

NEUEHEALTH REPORTS SECOND QUARTER 2025 RESULTS

Exhibit 99.1 NEUEHEALTH REPORTS SECOND QUARTER 2025 RESULTS •Delivered strong second quarter financial results, reflecting the continued success of consumer-centric care model and ability to create value for consumers, payors, and providers across the industry •Drove positive Adjusted EBITDA for the sixth consecutive quarter, placing the company in a strong position to drive long-term, sustainable

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ 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: 001-40537 NEUEHEALTH, 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 Date of Report (date of earliest event reported) August 7, 2025 NeueHealth, Inc. (E

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 7, 2025 NeueHealth, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization) (Com

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 Date of Report (date of earliest event reported) May 29, 2025 NeueHealth, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization) (Commi

Modified Repayment Plan Approval and Modified Letter of Agreement, dated March 13, 2025, by and between the Centers for Medicare and Medicaid Services and Bright Health Insurance Company of Florida

DEPARTMENT OF HEALTH AND HUMAN SERVICES CENTERS FOR MEDICARE & MEDICAID SERVICES Center for Consumer Information and Insurance Oversight 200 Independence Avenue SW Washington, DC 20201 To: Jay Matushak, President, Chief Financial Officer Jeff Craig, Secretary Bright Health Insurance Company of Florida (BHIC-FL) Payee ID A1213001 (HIOS ID BHIC-FL-12379) jmatushak@neuehealth.

Modified Repayment Plan Approval and Modified Letter of Agreement, dated March 13, 2025, by and between the Centers for Medicare and Medicaid Services and Bright Health Insurance Company of Colorado

DEPARTMENT OF HEALTH AND HUMAN SERVICES CENTERS FOR MEDICARE & MEDICAID SERVICES Center for Consumer Information and Insurance Oversight 200 Independence Avenue SW Washington, DC 20201 To: Jay Matushak, President, Chief Financial Officer Jeff Craig, Secretary Bright Health Insurance Company (BHIC-CO) Payee ID A1025001 (HIOS ID BHIC-CO-31070) jmatushak@neuehealth.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ 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: 001-40537 NEUEHEALTH, INC.

NEUEHEALTH REPORTS FIRST QUARTER 2025 RESULTS

Exhibit 99.1 NEUEHEALTH REPORTS FIRST QUARTER 2025 RESULTS •Delivered strong first quarter performance as care model continues to resonate with consumers, providers, and payors across the healthcare industry •Drove positive Adjusted EBITDA for the fifth consecutive quarter, providing a strong foundation for continued success in 2025 and beyond •Served approximately 709,000 consumers, an increase o

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 Date of Report (date of earliest event reported) May 8, 2025 NeueHealth, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization) (Commis

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 Date of Report (date of earliest event reported) May 7, 2025 NeueHealth, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization) (Commis

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

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 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defi

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 AMENDMENT NO. 3 NEUEHEALTH, INC. (Name of the Issuer) NeueHealth, Inc. NH Holdings 20

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 AMENDMENT NO. 3 NEUEHEALTH, INC. (Name of the Issuer) NeueHealth, Inc. NH Holdings 2025, Inc. NH Holdings Acquisition 2025, Inc. NH Holdings 2025 SPV, L.P. NH Holdings 2025 GP, LLC NEA 18 Venture Growth Equity, L.P. New Enterprise Asso

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

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 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)) ☒ D

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 AMENDMENT NO. 2 NEUEHEALTH, INC. (Name of the Issuer) NeueHealth, Inc. NH Holdings 20

SC 13E3/A 1 ny20042553x7sc13e3a.htm SC 13E3/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 AMENDMENT NO. 2 NEUEHEALTH, INC. (Name of the Issuer) NeueHealth, Inc. NH Holdings 2025, Inc. NH Holdings Acquisition 2025, Inc. NH Holdings 2025 SPV, L.P. NH Holdings 2025 GP, LLC NEA 18 V

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. 2)

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. 2) 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

Subsidiaries of the Registrant

Exhibit 21.1 Name of Subsidiary Jurisdiction of Incorporation or Organization Bright Health Company of Arizona Arizona Bright Health Company of California, Inc. California Bright Health Company of Georgia Georgia Bright Health Company of North Carolina North Carolina Bright Health Company of South Carolina, Inc. South Carolina NeueHealth, Inc. Delaware Bright Health Insurance Company Colorado Brig

Secured Promissory Note between Medical Practice Holding Company, LLC and RRD Healthcare, LLC dated October 29, 2024

Exhibit 10.34 SECURED PROMISSORY NOTE $63,950,000.00 October 29, 2024 FOR VALUE RECEIVED, and subject to the terms and conditions set forth herein, Medical Practice Holding Company, LLC, a Delaware limited liability company (“MPHC” or the “Borrower”), hereby unconditionally promises to jointly and severally pay to the order of RRD Healthcare, LLC, a Florida limited liability company (together with

NeueHealth, Inc. Insider Trading Policy

Exhibit 19.1 NeueHealth, Inc. Policies and Procedures Insider Trading Policy This Insider Trading Policy (“Policy”) contains the following sections: 1.0General 2.0Definitions 3.0Statement of Policy 4.0Certain Exceptions 5.0Pre-clearance of Trades and Other Procedures 6.010b5-1 Plans/Margin Accounts and Pledges/Short Sales 7.0Potential Criminal and Civil Liability and/or Disciplinary Action 8.0Brok

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ 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 001-405

Unit Purchase Agreement, dated as of October 29, 2024, by and among NeueHealth, Inc., Medical Practice Holding Company, LLC, RRD Healthcare, LLC, Centrum Medical Holdings, LLC and the other parties named therein

Exhibit 10.33 UNIT PURCHASE AGREEMENT This Unit Purchase Agreement is made as of October 29, 2024 (this “Agreement”), by and among (a) Medical Practice Holding Company, LLC, a Delaware limited liability company (the “Purchaser”), (b) RRD Healthcare, LLC, a Florida limited liability company (the “Seller”), (c) solely for purposes of Articles IV, V and VII and Sections 2.2 and 6.2, Rodolfo Rodriguez

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 Date of Report (date of earliest event reported) March 20, 2025 NeueHealth, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization) (Com

NEUEHEALTH REPORTS FOURTH QUARTER AND FULL YEAR 2024 RESULTS

Exhibit 99.1 NEUEHEALTH REPORTS FOURTH QUARTER AND FULL YEAR 2024 RESULTS •Delivered strongest financial performance to date in 2024, resulting from continued success of value-driven, consumer-centric care model •Drove positive Adjusted EBITDA for the fourth consecutive quarter in 2024, establishing the foundation for continued strong performance in 2025 and beyond •Generated significant growth to

Entry into a Material Definitive Agreement, 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 Date of Report (date of earliest event reported) March 13, 2025 NeueHealth, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization) (Com

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 AMENDMENT NO. 1 NEUEHEALTH, INC. (Name of the Issuer) NeueHealth, Inc. NH Holdings 20

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 AMENDMENT NO. 1 NEUEHEALTH, INC. (Name of the Issuer) NeueHealth, Inc. NH Holdings 2025, Inc. NH Holdings Acquisition 2025, Inc. NH Holdings 2025 SPV, L.P. NH Holdings 2025 GP, LLC NEA 18 Venture Growth Equity, L.P. New Enterprise Asso

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. 1)

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. 1) 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

(d)(2)+ Limited Guaranty, dated December 23, 2024, by and among NEA 18 Venture Growth Equity, L.P., New Enterprise Associates 17, L.P, New Enterprise Associates 16, L.P., New Enterprise Associates 15, L.P. in favor of NeueHealth, Inc.

Exhibit (d)(2) LIMITED GUARANTY THIS LIMITED GUARANTY, dated as of December 23, 2024 (this “Limited Guaranty”), sets forth the terms and conditions of the guarantee of each of the undersigned entities set forth on the signature pages hereto under the heading “Guarantors” (collectively, the “Guarantors” and each of them a “Guarantor”), in favor of NeueHealth, Inc.

(c)(6)+ Presentation, dated December 18, 2024, of Lincoln International LLC to the Special Committee of the Board of Directors of NeueHealth, Inc.

Exhibit (c)(6) Project Green Discussion Materials December 18, 2024 Disclaimer and Confidentiality Statement Lincoln International LLC (“Lincoln”, “us”, or “we”) has been retained by the special committee (the “Special Committee”) of the board of directors (the “Board”) of NeueHealth, Inc.

Calculation of Filing Fee Tables SCHEDULE 14A (Form Type) NeueHealth, Inc. (Name of Registrant as Specified in its Charter) Table 1: Transaction Valuation

Exhibit 107 Exhibit Fee Table Calculation of Filing Fee Tables SCHEDULE 14A (Form Type) NeueHealth, Inc.

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 NEUEHEALTH, INC. (Name of the Issuer) NeueHealth, Inc. NH Holdings 2025, Inc. NH Hold

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13E-3 RULE 13E-3 TRANSACTION STATEMENT UNDER SECTION 13(E) OF THE SECURITIES EXCHANGE ACT OF 1934 NEUEHEALTH, INC. (Name of the Issuer) NeueHealth, Inc. NH Holdings 2025, Inc. NH Holdings Acquisition 2025, Inc. NH Holdings 2025 SPV, L.P. NH Holdings 2025 GP, LLC NEA 18 Venture Growth Equity, L.P. New Enterprise Associates 17, L.P.

(c)(2)+ Presentation, dated August 1, 2024, of Lincoln International LLC to the Special Committee of the Board of Directors of NeueHealth, Inc.

Exhibit (c)(2) CONFIDENTIAL DRAFT Project Green Discussion Materials August 1, 2024 CONFIDENTIAL DRAFT Disclaimer and Confidentiality Statement Lincoln International LLC (“Lincoln”, “us”, or “we”) has been retained by the special committee (the “Committee”) of the board of directors (the “Board”) of NeueHealth, Inc.

(c)(3)+ Presentation, dated August 5, 2024, of Lincoln International LLC to the Special Committee of the Board of Directors of NeueHealth, Inc.

Exhibit (c)(3) CONFIDENTIAL Project Green Discussion Materials August 5, 2024 CONFIDENTIAL Disclaimer and Confidentiality Statement 2 Lincoln International LLC (“Lincoln”, “us”, or “we”) has been retained by the special committee (the “Committee”) of the board of directors (the “Board”) of NeueHealth, Inc.

(c)(4)+ Presentation, dated August 16, 2024, of Lincoln International LLC to the Special Committee of the Board of Directors of NeueHealth, Inc.

Exhibit (c)(4) CONFIDENTIAL DRAFT Project Green Discussion Materials August 16, 2024 CONFIDENTIAL Disclaimer and Confidentiality Statement 2 Lincoln International LLC (“Lincoln”, “us”, or “we”) has been retained by the special committee (the “Committee”) of the board of directors (the “Board”) of NeueHealth, Inc.

(d)(4)+ Equity Commitment Letter, dated December 23, 2024, by and between NEA 18 Venture Growth Equity, L.P., New Enterprise Associates 17, L.P., New Enterprise Associates 16, L.P., New Enterprise Associates 15, L.P. and NH Holdings 2025, Inc.

Exhibit (d)(4) Commitment Letter New Enterprise Associates 1954 Greenspring Drive, Suite 600 Timonium, MD 21093 December 23, 2024 NH Holdings 2025, Inc.

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

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 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))  ☐ D

(c)(5)+ Presentation, dated August 27, 2024, of Lincoln International LLC to the Special Committee of the Board of Directors of NeueHealth, Inc.

Exhibit (c)(5) CONFIDENTIAL DRAFT Project Green Discussion Materials August 27, 2024 CONFIDENTIAL Disclaimer and Confidentiality Statement 2 Lincoln International LLC (“Lincoln”, “us”, or “we”) has been retained by the special committee (the “Committee”) of the board of directors (the “Board”) of NeueHealth, Inc.

107+ Filing Fee Table.

Exhibit 107 Exhibit Fee Table Calculation of Filing Fee Tables SCHEDULE 13E-3 (Form Type) NeueHealth, Inc.

ROLLOVER AGREEMENT

EXHIBIT 4 ROLLOVER AGREEMENT This ROLLOVER AGREEMENT (this “Agreement”), dated as of [●], 2024, is entered into by and between the undersigned individual or legal entity (as applicable) (“Holder”), NH Holdings 2025 SPV, L.

AGREEMENT

EXHIBIT 1 AGREEMENT Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13D need be filed with respect to the ownership by each of the undersigned of shares of stock of NeueHealth, Inc.

POWER OF ATTORNEY

EXHIBIT 2 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that the undersigned hereby constitutes and appoints Zachary Bambach, Nicole Hatcher and Stephanie Brecher, and each of them, with full power to act without the others, his or her true and lawful attorney-in-fact, with full power of substitution, to sign any and all instruments, certificates and documents that may be necessary, desirable

NeueHealth to Be Taken Private by NEA and Consortium of Investors

Exhibit 99.1 NeueHealth to Be Taken Private by NEA and Consortium of Investors December 23 2024 – DORAL, Fla. – NeueHealth, Inc. (“NeueHealth” or the “Company”) (NYSE: NEUE), the value-driven healthcare company, today announced that it has entered into a definitive merger agreement pursuant to which the Company will be acquired by an affiliate of New Enterprise Associates (“NEA”) at an enterprise

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 Date of Report (date of earliest event reported): December 23, 2024 NeueHealth, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization)

Agreement and Plan of Merger, dated as of December 23, 2024, by and among NH Holdings 2025, Inc., NH Holdings Acquisition 2025, Inc. and NeueHealth, Inc. (incorporated by reference to Exhibit 2.1 filed with the Registrant’s Current Report on Form 8-K filed on December 23, 2024).

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER BY AND AMONG NH HOLDINGS 2025, INC., NH HOLDINGS ACQUISITION 2025, INC. and NEUEHEALTH, INC. Dated as of December 23, 2024 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS 2 1.1 Definitions 2 1.2 Other Definitional and Interpretive Matters 15 ARTICLE II THE MERGERS 16 2.1 The Merger 16 2.2 Closing 16 2.3 Effective Time 16 2.4 Effects of the Merger 17 2.

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): December 23, 2024 NeueHealth, 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 Date of Report (date of earliest event reported): December 23, 2024 NeueHealth, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization)

Today we announced that we entered into an agreement to be taken private by our largest investor, New Enterprise Associates (NEA), alongside our 12 largest shareholders and the management team. This is an exciting step for our company as it places us

Exhibit 99.2 Team, Today we announced that we entered into an agreement to be taken private by our largest investor, New Enterprise Associates (NEA), alongside our 12 largest shareholders and the management team. This is an exciting step for our company as it places us in a strong position for continued growth and provides the flexibility and resources needed to continue to advance our value-drive

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ 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: 001-40537 NEUEHEALTH, INC.

NEUEHEALTH REPORTS THIRD QUARTER 2024 RESULTS

Exhibit 99.1 NEUEHEALTH REPORTS THIRD QUARTER 2024 RESULTS •Delivered strongest financial performance to date in Q3 ‘24, resulting from continued positive momentum in NeueCare and NeueSolutions business segments •Drove positive Adjusted EBITDA for the third consecutive quarter in 2024; reaffirming Adjusted EBITDA guidance for the full year† •Well-positioned to build on success and capitalize on st

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 Date of Report (date of earliest event reported) November 7, 2024 NeueHealth, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization) (C

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

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) October 29, 2024 NeueHealth, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization) (C

NeueHealth Acquires Full Ownership of Centrum Health

Exhibit 99.1 NeueHealth Acquires Full Ownership of Centrum Health October 30, 2024 – DORAL, Fla. – NeueHealth, Inc. (“NeueHealth” or the “Company”) (NYSE: NEUE), the value-driven healthcare company, today announced that Centrum Health, one of the Company’s value-driven clinic brands, became a wholly owned subsidiary through the Company’s acquisition of the remaining 25% equity interest of the busi

Incremental Amendment No. 3, dated as of June 21, 2024

Exhibit 10.2 AMENDMENT NO. 3 TO CREDIT AGREEMENT This AMENDMENT NO. 3 TO CREDIT AGREEMENT, dated as of June 21, 2024 (this “Amendment”), in respect of the Credit Agreement, dated as of August 4, 2023 (as amended by Amendment No. 1, dated as of October 2, 2023, Incremental Amendment No. 2, dated as of April 8, 2024 and as further amended, restated, supplemented or otherwise modified, refinanced or

Credit Agreement, dated as of August 4, 2023, among NeueHealth, Inc. (f/k/a Bright Health Group, Inc.), New Enterprise Associates, Inc. and the financial institutions from time to time party thereto as lenders, and the other parties from time to time party thereto (incorporated by reference to Exhibit 10.1 filed with the Registrant's Current Report on Form 8-K filed on August 7, 2023)

Exhibit 10.1 LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT is made and dated as of June 21, 2024 (the “Closing Date”) and is entered into by and among NEUEHEALTH, INC., a Delaware corporation (formerly known as BRIGHT HEALTH GROUP, INC.) (“Company”), each other Original Borrower, and each Additional Borrower (together with Company and each Original Borrower, individually or collecti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ 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: 001-40537 NEUEHEALTH, INC.

Form of Warrant Agreement with certain affiliates of Hercules Capital, Inc.

Exhibit 4.1 THIS WARRANT AND THE SHARES ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS, AND MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR, SUBJECT TO SECTION 11 HEREOF, AN OPINION OF COUNSEL (WHICH MAY BE COMPANY COUNS

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 7, 2024 NeueHealth, Inc. (E

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 7, 2024 NeueHealth, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization) (Com

NEUEHEALTH REPORTS SECOND QUARTER 2024 RESULTS

Exhibit 99.1 NEUEHEALTH REPORTS SECOND QUARTER 2024 RESULTS •Drove solid Q2 ‘24 results with continued focus on advancing value-driven model and delivering high-quality, consumer-centric care to all populations across the ACA Marketplace, Medicare, and Medicaid •Delivered positive Adjusted EBITDA for the second consecutive quarter in 2024; reaffirming Adjusted EBITDA guidance for the full year •Po

NeueHealth Secures up to $150 Million in New Term Loan Facility with Hercules Capital

Exhibit 99.1 NeueHealth Secures up to $150 Million in New Term Loan Facility with Hercules Capital DORAL, Fla. – June 24, 2024 - NeueHealth, Inc. (“NeueHealth” or the “Company”) (NYSE: NEUE), the value-driven healthcare company, today announced that it entered into a secured loan facility for up to $150 million with Hercules Capital, Inc. (NYSE: HTGC) ("Hercules"). “This financing puts us in a str

Regulation FD Disclosure, 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

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) June 21, 2024 NeueHealth, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization) (Comm

NeueHealth Receives NYSE Non-Compliance Letter Regarding Market Capitalization Requirements

Exhibit 99.1 NeueHealth Receives NYSE Non-Compliance Letter Regarding Market Capitalization Requirements DORAL, Fla. – June 18, 2024 - NeueHealth, Inc. (“NeueHealth” or the “Company”) (NYSE: NEUE), the value-driven healthcare company, today announced that on June 12, 2024, the Company received a written notice (the “Notice”) from the New York Stock Exchange (the “NYSE”) that the Company no longer

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 Date of Report (date of earliest event reported) June 12, 2024 NeueHealth, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization) (Comm

As filed with the Securities and Exchange Commission on May 16, 2024.

As filed with the Securities and Exchange Commission on May 16, 2024. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NEUEHEALTH, INC. (Exact name of registrant as specified in its charter) Delaware 47-4991296 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer

Filing Fee Table

Exhibit 107 CALCULATION OF FILING FEE TABLES Form S-8 (Form Type) NeueHealth, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ 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: 001-40537 NEUEHEALTH, INC.

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 Date of Report (date of earliest event reported) May 8, 2024 NeueHealth, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization) (Commis

NeueHealth, Inc. Second Amended and Restated 2021 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 filed with the Registrant’s Current Report on Form 8-K filed on May 8, 2024)

Exhibit 10.1 NEUEHEALTH, INC. SECOND AMENDED AND RESTATED 2021 OMNIBUS INCENTIVE PLAN 1.Purpose. The purpose of the NeueHealth, Inc. Second Amended and Restated 2021 Omnibus Incentive Plan is to provide a means through which the Company and the other members of the Company Group may attract and retain key personnel and to provide a means whereby directors, officers, employees, consultants and advi

NEUEHEALTH REPORTS FIRST QUARTER 2024 RESULTS

Exhibit 99.1 NEUEHEALTH REPORTS FIRST QUARTER 2024 RESULTS •Drove strong Q1 ‘24 results, focused on delivering coordinated, consumer-centric care to all populations through strong provider and payor partnerships and proactive consumer engagement •Delivered Revenue of $245.1 million, Net Income from Continuing Operations of $5.7 million, Adjusted EBITDA of $2.5 million in Q1’24, laying a solid foun

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, 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 Date of Report (date of earliest event reported) May 2, 2024 NeueHealth, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization) (Commis

Form of Warrant to Purchase Shares of Common Stock (included in Exhibit 10.8) (incorporated by reference to Exhibit 4.1 filed with the Registrant’s Current Report on Form 8-K filed on April 10, 2024).

Exhibit 10.2 NEUEHEALTH, INC. WARRANTHOLDERS AGREEMENT Dated as of April 8, 2024 1 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS Section 1.1. Certain Definitions...................................................................................................1 Section 1.2. General Interpretive Principles................................................................................5 ARTIC

NEUE / NeueHealth, Inc. / New Enterprise Associates 15, L.P. - NEW ENTERPRISE ASSOCIATES 15, L.P. / NEUEHEALTH, INC. -- SCHEDULE 13D/A#7 Activist Investment

SC 13D/A 1 nea15-neue18819.htm NEW ENTERPRISE ASSOCIATES 15, L.P. / NEUEHEALTH, INC. - SCHEDULE 13D/A#7 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 7)* NeueHealth, Inc. (Name of Issuer) Common Stock, $.0001 par value (Title of Class of Securities) 10920V404 (CUSIP Number) Stephanie Brecher New Enter

Regulation FD Disclosure, 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

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) April 8, 2024 NeueHealth, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization) (Comm

NeueHealth Enters into Amendment to its Credit Facility

Exhibit 99.1 NeueHealth Enters into Amendment to its Credit Facility April 9, 2024 – DORAL, Fla. – NeueHealth, Inc. (“NeueHealth” or the “Company”) (NYSE: NEUE), the value-driven healthcare company, today announced that it entered into an incremental amendment to its credit facility with New Enterprise Associates (“NEA”) that increases the term loan commitment by $30 million on April 8, 2024. The

Incremental Amendment No. 2, dated as of April 8, 2024, among NeueHealth, Inc., NEA 18 Venture Growth Equity, L.P. and the other parties thereto

Exhibit 10.1 INCREMENTAL AMENDMENT NO. 2 TO CREDIT AGREEMENT This INCREMENTAL AMENDMENT NO. 2 TO CREDIT AGREEMENT, dated as of April 8, 2024 (this “Amendment”), in respect of the Credit Agreement, dated as of August 4, 2023 (as amended by Amendment No. 1, dated as of October 2, 2023, and as further amended, restated, supplemented or otherwise modified, refinanced or replaced from time to time prio

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

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 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defi

and Tomas Orozco, effective August 9, 2021 and filed herewith

Exhibit 10.30 Execution Version EXECUTIVE EMPLOYMENT AGREEMENT THIS EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into as of July 1, 2021 and made effective as of August 9, 2021 (the “Effective Date”), by and between Centrum Medical Holdings, LLC, a Delaware limited liability company (the “Company”), and Tomas Orozco (the “Executive”). RECITALS: WHEREAS, the Company desires

Incentive Compensation Clawback Policy of NeueHealth, Inc.

Exhibit 97.1 NeueHealth, Inc. Policies and Procedures Incentive Compensation Clawback Policy I.OVERVIEW NeueHealth, Inc. (the “Company”) has adopted this Incentive Compensation Clawback Policy (the “Policy”) in order to help ensure that Incentive Compensation is paid or awarded based on accurate financial results and the correct calculation of performance against incentive targets. II.COMPENSATION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ 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 001-405

Addendum to Bright Health Insurance Company Repayment Plan Approval and Letter of Agreement, dated March 11, 2024, by and between the Centers for Medicare and Medicaid Services and Bright Health Insurance Company.

Exhibit 10.10 ADDENDUM DEPARTMENT OF HEALTH AND HUMAN SERVICES CENTERS FOR MEDICARE & MEDICAID SERVICES 7500 Security Boulevard, Mail Stop WB-22-75 Baltimore, Maryland 1244-1850 To: Jay Matushak, President, Chief Financial Officer Jeff Craig, Secretary Bright Health Insurance Company Payee ID A1025001 (HIOS ID BHIC-CO-31070) [email protected] Date: March 8, 2024 RE: Bright Health Insura

Subsidiaries of the Registrant

Exhibit 21.1 Name of Subsidiary Jurisdiction of Incorporation or Organization AssociatesMD Medical Group, Inc. Delaware Bright Health Charitable Foundation Delaware Bright Health Company of Arizona Arizona Bright Health Company of California, Inc. California Bright Health Company of Georgia Georgia Bright Health Company of North Carolina North Carolina Bright Health Company of South Carolina, Inc.

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 Date of Report (date of earliest event reported) March 6, 2024 NeueHealth, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization) (Comm

NEUEHEALTH REPORTS FOURTH QUARTER AND FULL YEAR 2023 RESULTS

Exhibit 99.1 NEUEHEALTH REPORTS FOURTH QUARTER AND FULL YEAR 2023 RESULTS •Delivered strong full year 2023 results in Continuing Business, focused on serving all populations through differentiated, value-driven care model •Served 461,000 consumers, an increase of 294% from prior year on a comparable basis •NeueCare and NeueSolutions segments well-positioned to drive strong performance in 2024, res

JOINT FILING AGREEMENT

EX-99.5 2 d774910dex995.htm EX-99.5 Exhibit 5 JOINT FILING AGREEMENT The persons below hereby agree that the Schedule 13D to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13D, shall be filed jointly on behalf of each of them. This agreement is intended to satisfy the requirements of Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934.

BHG / Bright Health Group, Inc. / Deer X & Co. Ltd. - SC 13G/A Passive Investment

SC 13G/A 1 d791741dsc13ga.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. 1)* NeueHealth, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 10920V 40 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of this Statement) Check the

BHG / Bright Health Group, Inc. / StepStone Group LP - SC 13D/A Activist Investment

SC 13D/A 1 d774910dsc13da.htm SC 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* NeueHealth, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 10920V 404 (CUSIP Number) Jennifer Y. Ishiguro StepStone Group LP 4225 Executive Square, Suite 1600 La Jolla, CA 90237 (858) 558-9

Fourth Amended and Restated Bylaws of NeueHealth, Inc. (incorporated by reference to Exhibit 3.2 filed with the Registrant’s Current Report on Form 8-K filed on January 24, 2024)

Exhibit 3.2 FOURTH AMENDED AND RESTATED BYLAWS OF NEUEHEALTH, INC. * * * * * ARTICLE I Offices SECTION 1.01 Registered Office. The registered office and registered agent of NeueHealth, Inc. (the “Corporation”) in the State of Delaware shall be as set forth in the Certificate of Incorporation (as defined below) from time to time. The Corporation may also have offices in such other places in the Uni

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) January 18, 2024 NeueHealth, 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 Date of Report (date of earliest event reported) January 18, 2024 NeueHealth, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization) (C

Certificate of Amendment to the Ninth Amended and Restated Certificate of Incorporation of NeueHealth, Inc. (incorporated by reference to Exhibit 3.1 filed with the Registrant's Current Report on Form 8-K filed on January 24, 2024)

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE NINTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BRIGHT HEALTH GROUP, INC. Bright Health Group, Inc. (the "Corporation"), a corporation organized and existing under the laws of the State of Delaware, pursuant to Section 242 of the General Corporation Law of the State of Delaware (the "DGCL"), hereby certifies as follows: 1.The amendment to the

Bright Health Group, Inc. and Subsidiaries Pro Forma Consolidated Balance Sheets As of September 30, 2023 (in thousands) (Unaudited) As Reported Pro Forma Adjustments As Adjusted Assets Current assets: Cash and cash equivalents $ 113,430 $ 31,580 (a)

Exhibit 99.1 Unaudited Pro Forma Financial Information The accompanying unaudited pro forma consolidated financial statements of Bright Health Group, Inc., a Delaware corporation (the “Company”) were derived from the Company’s historical consolidated financial statements. The unaudited pro forma balance sheet as of September 30, 2023 was adjusted to reflect the sale of the California Medicare Adva

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) January 1, 2024 Bright Health Grou

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) January 1, 2024 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organiza

Bright Health Group Closes the Sale of its California Medicare Advantage Business to Molina Healthcare

Exhibit 99.1 Bright Health Group Closes the Sale of its California Medicare Advantage Business to Molina Healthcare •Completes final repayment on secured credit facility eliminating the Company's secured debt •Further focuses on increasing access to value-driven healthcare for all populations across the ACA Marketplace, Medicare, and Medicaid through its continuing business, NeueHealth •Reaffirms

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) January 2, 2024 Bright Health Grou

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) January 2, 2024 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organiza

Bright Health Group Strengthens Capital Position with Amendment to its Credit Facility, Impending Close of the Sale of its California Medicare Advantage Business

Exhibit 99.1 Bright Health Group Strengthens Capital Position with Amendment to its Credit Facility, Impending Close of the Sale of its California Medicare Advantage Business •Received all required regulatory approvals on the sale of the California Medicare Advantage Business; the transaction is expected to close on or about January 1, 2024 •Amended Company’s secured credit facility to reduce the

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) December 27, 2023 Bright Health Gr

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) December 27, 2023 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organi

BHG / Bright Health Group, Inc. / New Enterprise Associates 15, L.P. - NEW ENTERPRISE ASSOCIATES 15, L.P. / BRIGHT HEALTH GROUP, INC. -- SCHEDULE 13D/A#6 Activist Investment

Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 6)* Bright Health Group, Inc. (Name of Issuer) Common Stock, $.0001 par value (Title of Class of Securities) 10920V404 (CUSIP Number) Louis S. Citron, Esq. New Enterprise Associates 1954 Greenspring Drive, Suite 600, Timonium, MD 21093 (410) 8

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): December 13, 2023 Bright Health G

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): December 13, 2023 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of (Commission File Numbe

Amendment to Stock Purchase Agreement, dated as of December 13, 2023, among Bright Health Company of California, Inc., Universal Care, Inc., Central Health Plan of California, Inc., Bright Health Group, Inc. and Molina Healthcare, Inc.

Exhibit 10.1 AMENDMENT TO STOCK PURCHASE AGREEMENT This AMENDMENT TO STOCK PURCHASE AGREEMENT (this “Amendment”) is entered into as of December 13, 2023, by and among (a) Universal Care, Inc. d/b/a Brand New Day, a California corporation (“BND”), (b) Central Health Plan of California, Inc., a California corporation (“CHP” and, together with BND, the “Companies” and each, a “Company”), (c) Bright H

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ 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: 001-40537 BRIGHT HEALTH GROUP, INC.

BRIGHT HEALTH GROUP REPORTS THIRD QUARTER 2023 RESULTS

Exhibit 99.1 BRIGHT HEALTH GROUP REPORTS THIRD QUARTER 2023 RESULTS •Q3’23 Revenue from Continuing Business of $269.4 million, up 39% year over year •Value-Based Consumers served of 355,000, an increase of 208.7% on a comparable basis from last year on strong growth in Care Delivery •Q3’23 Net Loss from Continuing Business of $479.3 million, including a $401.4 million non-cash Goodwill impairment

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 Date of Report (date of earliest event reported) November 7, 2023 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organiz

Incremental Amendment No. 1, dated as of October 2, 2023, among NeueHealth, Inc. (f/k/a Bright Health Group, Inc.), NEA 18 Venture Growth Equity, L.P. and California State Teachers' Retirement System (incorporated by reference to Exhibit 10.1 filed with the Registrant's Current Report on Form 8-K filed on October 5, 2023)

Exhibit 10.1 INCREMENTAL AMENDMENT NO. 1 TO CREDIT AGREEMENT This INCREMENTAL AMENDMENT NO. 1 TO CREDIT AGREEMENT, dated as of October 2, 2023 (this “Amendment”), in respect of the Credit Agreement, dated as of August 4, 2023 (as in effect prior to giving effect to this Amendment, the “Credit Agreement”), among Bright Health Group, Inc., a Delaware corporation (the “Company”), NEA 18 Venture Growt

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) October 2, 2023 Bright Health Grou

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) October 2, 2023 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organiza

Warrantholders Agreement, dated as of October 2, 2023, among NeueHealth, Inc. (f/k/a Bright Health Group, Inc.) and California State Teachers' Retirement System (incorporated by reference to Exhibit 10.2 filed with the Registrant's Current Report on Form 8-K filed on October 5, 2023)

Exhibit 10.2 BRIGHT HEALTH GROUP, INC. WARRANTHOLDERS AGREEMENT Dated as of October 2, 2023 TABLE OF CONTENTS Page ARTICLE I CERTAIN DEFINITIONS Section 1.1. Certain Definitions...................................................................................................1 Section 1.2. General Interpretive Principles..............................................................................

BHG / Bright Health Group Inc / New Enterprise Associates 15, L.P. - NEW ENTERPRISE ASSOCIATES 15, L.P. / BRIGHT HEALTH GROUP, INC. -- SCHEDULE 13D/A#5 Activist Investment

Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* Bright Health Group, Inc. (Name of Issuer) Common Stock, $.0001 par value (Title of Class of Securities) 10920V404 (CUSIP Number) Louis S. Citron, Esq. New Enterprise Associates 1954 Greenspring Drive, Suite 600, Timonium, MD 21093 (410) 8

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 Date of Report (date of earliest event reported) September 15, 2023 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organ

Bright Health Insurance Company Repayment Plan Approval and Letter of Agreement, dated September 14, 2023, by and between the Centers for Medicare and Medicaid Services and Bright Health Insurance Company (incorporated by reference to Exhibit 10.1 filed with the Registrant's Current Report on Form 8-K/A filed on September 19, 2023)

Exhibit 10.1 DEPARTMENT OF HEALTH AND HUMAN SERVICES CENTERS FOR MEDICARE & MEDICAID SERVICES 7500 Security Boulevard, Mail Stop WB-22-75 Baltimore, Maryland 1244-1850 To: Jay Matushak, President, Chief Financial Officer Jeff Craig, Secretary Bright Health Insurance Company Payee ID A1025001 (HIOS ID BHIC-CO-31070) [email protected] Date: September 14, 2023 RE: Bright Health Insurance C

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 Date of Report (date of earliest event reported) September 14, 2023 Bright Health

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 Date of Report (date of earliest event reported) September 14, 2023 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or org

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) September 14, 2023 Bright Health G

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) September 14, 2023 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organ

Bright Health Insurance Company Repayment Plan Approval and Letter of Agreement, dated September 14, 2023, by and between the Centers for Medicare and Medicaid Services and Bright Health Insurance Company

Exhibit 10.1 DEPARTMENT OF HEALTH AND HUMAN SERVICES CENTERS FOR MEDICARE & MEDICAID SERVICES 7500 Security Boulevard, Mail Stop WB-22-75 Baltimore, Maryland 1244-1850 To: Jay Matushak, President, Chief Financial Officer Jeff Craig, Secretary Bright Health Insurance Company Payee ID A1025001 (HIOS ID BHIC-CO-31070) [email protected] Date: September 14, 2023 RE: Bright Health Insurance C

Bright Health Insurance Company of Illinois Repayment Plan Approval and Letter of Agreement, dated September 14, 2023, by and between the Centers for Medicare and Medicaid Services and Bright Health Insurance Company of Illinois (incorporated by reference to Exhibit 10.3 filed with the Registrant's Current Report on Form 8-K filed on September 19, 2023)

Exhibit 10.3 DEPARTMENT OF HEALTH AND HUMAN SERVICES CENTERS FOR MEDICARE & MEDICAID SERVICES 7500 Security Boulevard, Mail Stop WB-22-75 Baltimore, Maryland 1244-1850 To: Jay Matushak, President, Chief Financial Officer Jeff Craig, Secretary Bright Health Insurance Company of Illinois Payee ID A1214001 (HIOS ID BHIC-IL-44522) [email protected] Date: September 14, 2023 RE: Bright Health

Bright Health Insurance Company of Florida Repayment Plan Approval and Letter of Agreement, dated September 14, 2023, by and between the Centers for Medicare and Medicaid Services and Bright Health Insurance Company of Florida (incorporated by reference to Exhibit 10.2 filed with the Registrant's Current Report on Form 8-K filed on September 19, 2023)

Exhibit 10.2 DEPARTMENT OF HEALTH AND HUMAN SERVICES CENTERS FOR MEDICARE & MEDICAID SERVICES 7500 Security Boulevard, Mail Stop WB-22-75 Baltimore, Maryland 1244-1850 To: Jay Matushak, President, Chief Financial Officer Jeff Craig, Secretary Bright Health Insurance Company of Florida Payee ID A1213001 (HIOS ID BHIC-FL-12379) [email protected] Date: September 14, 2023 RE: Bright Health

Bright Health Insurance Company of Texas Repayment Plan Approval and Letter of Agreement, dated September 14, 2023, by and between the Centers for Medicare and Medicaid Services and Bright Health Insurance Company of Texas (incorporated by reference to Exhibit 10.4 filed with the Registrant's Current Report on Form 8-K filed on September 19, 2023)

Exhibit 10.4 DEPARTMENT OF HEALTH AND HUMAN SERVICES CENTERS FOR MEDICARE & MEDICAID SERVICES 7500 Security Boulevard, Mail Stop WB-22-75 Baltimore, Maryland 1244-1850 To: Jay Matushak, President, Chief Financial Officer Jeff Craig, Secretary Bright Health Insurance Company of Texas Payee ID A1262001 (HIOS ID BHIC-TX-98312) [email protected] Date: September 14, 2023 RE: Bright HealthCar

Bright Health Group Continues to Make Significant Progress Towards ACA Insurance Business Wind-Down

Exhibit 99.1 Bright Health Group Continues to Make Significant Progress Towards ACA Insurance Business Wind-Down •Medical claims runout is estimated to be over 98% complete and continues to track with prior forecasts •Completed payments to fully satisfy risk adjustment obligations in seven states •Enters into repayment agreements with CMS and four states to fully satisfy all remaining risk adjustm

BHG / Bright Health Group Inc / New Enterprise Associates 15, L.P. - NEW ENTERPRISE ASSOCIATES 15, L.P. / BRIGHT HEALTH GROUP, INC. -- SCHEDULE 13D/A#4 Activist Investment

Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Bright Health Group, Inc. (Name of Issuer) Common Stock, $.0001 par value (Title of Class of Securities) 10920V404 (CUSIP Number) Louis S. Citron, Esq. New Enterprise Associates 1954 Greenspring Drive, Suite 600, Timonium, MD 21093 (410) 8

BRIGHT HEALTH GROUP REPORTS SECOND QUARTER 2023 RESULTS

Exhibit 99.1 BRIGHT HEALTH GROUP REPORTS SECOND QUARTER 2023 RESULTS •Q2’23 Revenue from Continuing Business of $298.0 million, up 100% year over year •Value-Based Consumers served of 371,000, an increase of 214% on a comparable basis from last year on strong growth in Care Delivery •Q2’23 Net Loss from Continuing Business of $31.7 million; Positive Adjusted EBITDA of $6.4 million in Q2’23, positi

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 9, 2023 Bright Health Group

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 9, 2023 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organizat

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ 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: 001-40537 BRIGHT HEALTH GROUP, INC.

Warrantholders Agreement, dated as of August 4, 2023, among NeueHealth, Inc. (f/k/a Bright Health Group, Inc.) and the Holders named therein (incorporated by reference to Exhibit 10.3 filed with the Registrant's Current Report on Form 8-K filed on August 7, 2023)

Exhibit 10.3 BRIGHT HEALTH GROUP, INC. WARRANTHOLDERS AGREEMENT Dated as of August 4, 2023 TABLE OF CONTENTS Page Article I CERTAIN DEFINITIONS Section 1.1. Certain Definitions 1 Section 1.2. General Interpretive Principles 4 Article II Issuance of the Warrants Section 2.1. Issuance 5 Section 2.2. Closing. 5 Article III REPRESENTATIONS AND WARRANTIES Section 3.1. Representations and Warranties of

Bright Health Group Secures Financing to Support Operations Pending the Expected Close of California Medicare Advantage Business Sale

Exhibit 99.1 Bright Health Group Secures Financing to Support Operations Pending the Expected Close of California Medicare Advantage Business Sale •Enters $60 million credit facility with NEA •Announces entering permanent waiver of default on existing credit facility MINNEAPOLIS – August 7, 2023 – Bright Health Group, Inc. (“Bright Health” or the “Company”) (NYSE: BHG), the technology enabled, val

Third Amended and Restated Limited Waiver and Consent, dated as of August 4, 2023, among Bright Health Group, Inc., the other loan parties party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent

Exhibit 10.2 THIRD AMENDED AND RESTATED LIMITED WAIVER AND CONSENT dated as of August 4, 2023 (this “Waiver”), among BRIGHT HEALTH GROUP, INC. (the “Company”), the other LOAN PARTIES party hereto, the LENDERS party hereto (which constitute all the Lenders and Issuing Banks under the Credit Agreement (as defined below) as of the date hereof) and JPMORGAN CHASE BANK, N.A., in its capacity as adminis

Credit Agreement, dated as of August 4, 2023, among Bright Health Group, Inc., New Enterprise Associates, Inc. and the financial institutions from time to time party thereto as lenders, and the other parties from time to time party thereto

Exhibit 10.1 CREDIT AGREEMENT dated as of August 4, 2023, among BRIGHT HEALTH GROUP, INC., as the Company, and THE VARIOUS FINANCIAL INSTITUTIONS PARTY HERETO, as Lenders $60,000,000 Table of Contents Page SECTION 1 DEFINITIONS. 1 1.1 Definitions 1 1.2 Other Interpretive Provisions. 25 1.3 Limited Condition Transactions 26 1.4 Divisions 26 1.5 Timing of Payment or Performance 26 1.6 Exchange Rates

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 4, 2023 Bright Health Group

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 4, 2023 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organizat

Second Amended and Restated Limited Waiver and Consent, dated as of June 29, 2023, among Bright Health Group, Inc., the other loan parties party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent

Exhibit 10.1 Execution Version AMENDED AND RESTATED LIMITED WAIVER AND CONSENT dated as of April 28, 2023 (this “Waiver”), among BRIGHT HEALTH GROUP, INC. (the “Company”), the other LOAN PARTIES party hereto, the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., in its capacity as administrative agent (the “Administrative Agent”). Reference is made to (i) the Credit Agreement dated as of March 1

Second Amended and Restated Limited Waiver and Consent, dated as of June 29, 2023, among Bright Health Group, Inc., the other loan parties party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent

Exhibit 10.1 Execution Version SECOND AMENDED AND RESTATED LIMITED WAIVER AND CONSENT dated as of June 29, 2023 (this “Waiver”), among BRIGHT HEALTH GROUP, INC. (the “Company”), the other LOAN PARTIES party hereto, the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., in its capacity as administrative agent (the “Administrative Agent”). Reference is made to (i) the Credit Agreement dated as of M

Bright Health Group Enters into Definitive Agreement with Molina Healthcare to Sell its California Medicare Advantage Business, Bolstering Capital Position to Continue Advancing its Value-Driven Care Model

Exhibit 99.1 Bright Health Group Enters into Definitive Agreement with Molina Healthcare to Sell its California Medicare Advantage Business, Bolstering Capital Position to Continue Advancing its Value-Driven Care Model •Total purchase consideration of $600 million; closing is not subject to a financing condition •Proceeds will be used to satisfy Bright Health’s obligations to its bank lenders, wit

Stock Purchase Agreement, dated as of June 29, 2023, among Bright Health Company of California, Inc., Universal Care, Inc., Central Health Plan of California, Inc., Bright Health Group, Inc. and Molina Healthcare, Inc.*

Exhibit 2.1 EXECUTION COPY STOCK PURCHASE AGREEMENT AMONG BRIGHT HEALTH COMPANY OF CALIFORNIA, INC., UNIVERSAL CARE, INC., CENTRAL HEALTH PLAN OF CALIFORNIA, INC., BRIGHT HEALTH GROUP, INC. AND MOLINA HEALTHCARE, INC. Dated as of June 29, 2023 TABLE OF CONTENTS Page Article I DEFINITIONS 1 Section 1.1 Definitions 1 Section 1.2 Other Definitional Provisions and Interpretation; Schedules 21 Article

Regulation FD Disclosure, Entry into a Material Definitive Agreement, 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 Date of Report (date of earliest event reported) June 29, 2023 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organizati

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 Date of Report (date of earliest event reported) June 29, 2023 Bright Health Grou

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 Date of Report (date of earliest event reported) June 29, 2023 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organiza

Certificate of Amendment to the Ninth Amended and Restated Certificate of Incorporation of NeueHealth, Inc. (incorporated by reference to Exhibit 3.1 filed with the Registrant’s Current Report on Form 8-K filed on May 25, 2023)

Exhibit 3.1 CERTIFICATE OF AMENDMENT TO THE NINTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BRIGHT HEALTH GROUP, INC. * * * * * Bright Health Group, Inc., a corporation organized and existing under the laws of the State of Delaware (the “Corporation”), pursuant to the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify as follows: 1.That Article IV, Sectio

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) May 19, 2023 Bright Health Group,

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) May 19, 2023 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organizatio

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) May 13, 2023 Bright Health Group,

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) May 13, 2023 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organizatio

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Bright Health Group Inc.

As filed with the Securities and Exchange Commission on May 16, 2023.

As filed with the Securities and Exchange Commission on May 16, 2023. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRIGHT HEALTH GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 47-4991296 (State or other jurisdiction of incorporation or organization) (I.R.S.

Consulting agreement, dated May 9, 2023, between Catherine R. Smith and Bright Health Group, Inc.

EX-10.3 3 exhibit103csmithconsultin.htm EX-10.3 Exhibit 10.3 CONSULTING AGREEMENT This Agreement is made by and between Bright Health Group, Inc., a Delaware corporation, on behalf of itself and its affiliates as applicable ("Bright") and Catherine R. Smith (“Consultant”) for the purpose of setting forth the terms and conditions under which Consultant shall provide certain services to Bright. This

Bright Health Group, Inc. Amended and Restated 2021 Omnibus Incentive Plan, effective as of May 4, 2023

Exhibit 10.2 BRIGHT HEALTH GROUP, INC. AMENDED AND RESTATED 2021 OMNIBUS INCENTIVE PLAN 1. Purpose. The purpose of the Bright Health Group, Inc. Amended and Restated 2021 Omnibus Incentive Plan is to provide a means through which the Company and the other members of the Company Group may attract and retain key personnel and to provide a means whereby directors, officers, employees, consultants and

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ 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: 001-40537 BRIGHT HEALTH GROUP, INC.

BRIGHT HEALTH GROUP REPORTS FIRST QUARTER 2023 RESULTS

Exhibit 99.1 BRIGHT HEALTH GROUP REPORTS FIRST QUARTER 2023 RESULTS •Q1’23 Revenue from Continuing Business of $756.3 million, up 23% year over year on strong growth in Consumer Care external value-based consumers served •Q1’23 Net Loss from Continuing Business of $94.8 million, Adjusted EBITDA Loss of $35.1 million •Consumer Care segment generated positive Operating Income in Q1’23 •Q1’23 Califor

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) May 4, 2023 Bright Health Group, 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 Date of Report (date of earliest event reported) May 4, 2023 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization

Bright Health Group Appoints Jay Matushak as Chief Financial Officer Cathy Smith to Step Down to Pursue New Opportunity, Effective May 12, 2023

Exhibit 99.1 Bright Health Group Appoints Jay Matushak as Chief Financial Officer Cathy Smith to Step Down to Pursue New Opportunity, Effective May 12, 2023 MINNEAPOLIS – May 3, 2023 – Bright Health Group, Inc. (“Bright Health” or the “Company”) (NYSE: BHG), the technology enabled, value-driven healthcare company serving aging and underserved consumers with unmet clinical needs, today announced th

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) May 1, 2023 Bright Health Group, 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 Date of Report (date of earliest event reported) May 1, 2023 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization

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) April 28, 2023 Bright Health Group

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) April 28, 2023 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organizat

, 2023, among Bright Health Group, Inc., the other loan parties party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent.

Exhibit 10.1 AMENDED AND RESTATED LIMITED WAIVER AND CONSENT dated as of April 28, 2023 (this “Waiver”), among BRIGHT HEALTH GROUP, INC. (the “Company”), the other LOAN PARTIES party hereto, the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., in its capacity as administrative agent (the “Administrative Agent”). Reference is made to (i) the Credit Agreement dated as of March 1, 2021 (as amended

Bright Health Group to Explore Strategic Alternatives for Medicare Advantage Business as it Focuses on Driving Performance through its Consumer Care Delivery Business

Exhibit 99.1 Bright Health Group to Explore Strategic Alternatives for Medicare Advantage Business as it Focuses on Driving Performance through its Consumer Care Delivery Business •Extends waiver and amendment to its credit facility through June 30, 2023 •Delivers strong performance in Consumer Care Delivery business in the First Quarter, serving approximately 375,000 value-based consumers, exceed

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

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 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Defi

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

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 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: x Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Defi

Form of Stock Option Agreement under the

OPTION GRANT NOTICE UNDER BRIGHT HEALTH GROUP, INC. 2021 OMNIBUS INCENTIVE PLAN Bright Health Group, Inc. (the “Company”), pursuant to its 2021 Omnibus Incentive Plan, as it may be amended and restated from time to time (the “Plan”), hereby grants to the Participant set forth below the number of Options (each Option representing the right to purchase one share of Common Stock) set forth below, at

Form of Restricted Stock Unit Agreement under the

RESTRICTED STOCK UNIT GRANT NOTICE UNDER THE BRIGHT HEALTH GROUP, INC. 2021 OMNIBUS INCENTIVE PLAN Bright Health Group, Inc. (the “Company”), pursuant to its 2021 Omnibus Incentive Plan, as it may be amended and restated from time to time (the “Plan”), hereby grants to the Participant set forth below the number of Restricted Stock Units (the “RSUs”) set forth below. The RSUs are subject to all of

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ 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 001-405

Employment offer letter, dated as of May 4, 2022, between Jeff Cook and Bright Health

Exhibit 10.19 May 4, 2022 Jeff Cook 9449 Sagrada Park Fort Worth, TX 76126 Dear Jeff, Welcome and congratulations! We are so excited to offer you the opportunity to join our team and help us advance our mission! This offer is an expression of our confidence in you, which is manifested in your attitude, potential, and demonstrated experience. We look forward to a satisfying employment relationship

Subsidiaries of the Registrant

Exhibit 21.1 Name of Subsidiary Jurisdiction of Incorporation or Organization AssociatesMD Medical Group, Inc. Delaware Bright Health Company of Arizona Arizona Bright Health Company of California, Inc. California Bright Health Company of Georgia Georgia Bright Health Company of North Carolina North Carolina Bright Health Company of South Carolina, Inc. South Carolina Bright Health Group, Inc. Del

Amendment No. 2, dated as of November 20, 2021, among Bright Health Group, Inc., the other Loan Parties party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent

AMENDMENT NO. 2 dated as of November 20, 2021 (this “Amendment”), among BRIGHT HEALTH GROUP, INC. (the “Company”), the other LOAN PARTIES party hereto, the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., in its capacity as administrative agent (the “Administrative Agent”). Reference is made to the Credit Agreement dated as of March 1, 2021 (as amended by the First Amendment dated as of August

BRIGHT HEALTH GROUP REPORTS FOURTH QUARTER AND FULL YEAR 2022 RESULTS

Exhibit 99.1 BRIGHT HEALTH GROUP REPORTS FOURTH QUARTER AND FULL YEAR 2022 RESULTS •Q4’22 Results from Continuing Business: Revenue of $551.4 million, Net Loss of $188.2 million, Adjusted EBITDA Loss of $108.5 million •Full Year 2022 Results from Continuing Operations: Revenue of $2.4 billion, Net Loss of $638.0 million, Adjusted EBITDA Loss of $233.5 million •Maintaining expectation for 2023 Adju

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) February 28, 2023 Bright Health Gr

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) February 28, 2023 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organi

Limited Waiver and Consent, dated as of February 28, 2023, among Bright Health Group, Inc., the other loan parties party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent.

Exhibit 10.1 LIMITED WAIVER AND CONSENT dated as of February 28, 2023 (this “Waiver”), among BRIGHT HEALTH GROUP, INC. (the “Company”), the other LOAN Parties party hereto, and JPMORGAN CHASE BANK, N.A., in its capacity as administrative agent (the “Administrative Agent”). Reference is made to the Credit Agreement dated as of March 1, 2021 (as amended by the First Amendment dated as of August 2, 2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 2) CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported) November 4, 20

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 2) CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (date of earliest event reported) November 4, 2022 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of inco

Bright Health Group 2023 J.P. Morgan Healthcare Conference January 11, 2023 Disclaimer Statements made in this presentation that are not statements of historical fact, including statements about our beliefs and expectations, are forward-looking state

Bright Health Group 2023 J.P. Morgan Healthcare Conference January 11, 2023 Disclaimer Statements made in this presentation that are not statements of historical fact, including statements about our beliefs and expectations, are forward-looking statements, and should be evaluated as such. Forward-looking statements include information concerning possible or assumed future results of operations, in

Bright Health Group Announces Updated 2023 Expectations Ahead of J.P. Morgan Healthcare Conference Presentation

Exhibit 99.1 Bright Health Group Announces Updated 2023 Expectations Ahead of J.P. Morgan Healthcare Conference Presentation •Increases 2023 Enterprise Revenue guidance to $3.4 - $3.6 billion on higher-than-expected attributed value-based consumers, greater than 30% year-over-year Revenue growth at the midpoint excluding the ACA Marketplace Insurance business •Strong California Medicare Advantage

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) January 10, 2023 Bright Health Gro

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) January 10, 2023 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organiz

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) December 6, 2022 Bright Health Gro

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) December 6, 2022 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organiz

Bright Health Group Receives Continued Listing Standard Notice from NYSE

Exhibit 99.1 Bright Health Group Receives Continued Listing Standard Notice from NYSE MINNEAPOLIS (December 12, 2022) (BUSINESSWIRE) ? Bright Health Group, Inc. (?Bright Health Group? or the ?Company?) (NYSE: BHG), today announced that on December 6, 2022, the Company received a written notice from the New York Stock Exchange (the ?NYSE?) that it was not in compliance with the continued listing st

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) November 15, 2022 Bright Health Gr

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) November 15, 2022 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organi

Form of Restricted Stock Unit Agreement under the Bright Health Group, Inc. 2021 Omnibus Incentive Plan (2022)

Exhibit 10.1 RESTRICTED STOCK UNIT GRANT NOTICE UNDER THE BRIGHT HEALTH GROUP, INC. 2021 OMNIBUS INCENTIVE PLAN Bright Health Group, Inc. (the “Company”), pursuant to its 2021 Omnibus Incentive Plan, as it may be amended and restated from time to time (the “Plan”), hereby grants to the Participant set forth below the number of Restricted Stock Units (the “RSUs”) set forth below. The RSUs are subje

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? 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: 001-40537 BRIGHT HEALTH GROUP, INC.

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 Date of Report (date of earliest event reported) November 4, 2022 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organ

Amendment No. 3, dated as of November 8, 2022, among Bright Health Group, Inc., the other Loan Parties party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 filed with the Registrant’s Current Report on Form 8-K filed on November 9, 2022)

Exhibit 10.1 EXECUTION VERSION AMENDMENT NO. 3 dated as of November 8, 2022 (this “Amendment”), among BRIGHT HEALTH GROUP, INC. (the “Company”), the other LOAN PARTIES party hereto, the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., in its capacity as administrative agent (the “Administrative Agent”). Reference is made to the Credit Agreement dated as of March 1, 2021 (as amended by the First

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities, 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 Date of Report (date of earliest event reported) November 4, 2022 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organiz

BRIGHT HEALTH GROUP REPORTS THIRD QUARTER 2022 RESULTS

Exhibit 99.1 BRIGHT HEALTH GROUP REPORTS THIRD QUARTER 2022 RESULTS •Revenue of $1.6 billion, up 51.3% from Q3'21, GAAP Net Loss of $259.4 million, Adjusted EBITDA Loss of $82.9 million •Q2’22 Enterprise Medical Cost Ratio of 90.6%, a strong improvement from the prior year •Lowering Full Year 2022 Enterprise Medical Cost Ratio guidance range to 90% to 92% •Positively revising Full Year 2022 Adjust

CORRECTION – BRIGHT HEALTH GROUP REPORTS THIRD QUARTER 2022 RESULTS

Exhibit 99.1 CORRECTION – BRIGHT HEALTH GROUP REPORTS THIRD QUARTER 2022 RESULTS •Revenue of $1.6 billion, up 51.3% from Q3'21, GAAP Net Loss of $259.4 million, Adjusted EBITDA Loss of $82.9 million •Q2’22 Enterprise Medical Cost Ratio of 90.6%, a strong improvement from the prior year •Lowering Full Year 2022 Enterprise Medical Cost Ratio guidance range to 90% to 92% •Positively revising Full Yea

BHG / Bright Health Group, Inc. / New Enterprise Associates 15, L.P. - NEW ENTERPRISE ASSOCIATES 15, L.P. / BRIGHT HEALTH GROUP, INC. -- SCHEDULE 13D/A#3 Activist Investment

Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Bright Health Group, Inc. (Name of Issuer) Common Stock, $.0001 par value (Title of Class of Securities) 10920V107 (CUSIP Number) Louis S. Citron, Esq. New Enterprise Associates 1954 Greenspring Drive, Suite 600, Timonium, MD 21093 (410) 8

Certificate of Amendment to the Certificate of Designations of Series A Convertible Perpetual Preferred Stock of NeueHealth, Inc. (incorporated by reference to Exhibit 3.1 filed with the Registrant’s Current Report on Form 8-K filed on October 18, 2022)

EXHIBIT 3.1 CERTIFICATE OF AMENDMENT TO THE CERTIFICATE OF DESIGNATIONS OF SERIES A CONVERTIBLE PERPETUAL PREFERRED STOCK OF BRIGHT HEALTH GROUP, INC. Bright Health Group, Inc. (the “Corporation”), a corporation organized and existing under the laws of the State of Delaware, pursuant to Section 242 of the General Corporation Law of the State of Delaware (the “DGCL”), does hereby certify as follows

and the other parties named therein (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on October 18, 2022).

EXHIBIT 10.1 THIRD AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT This THIRD AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT, dated as of October 17, 2022 (this “Agreement”), is entered into by and among Bright Health Group, Inc. (formerly known as Bright Health Inc.), a Delaware corporation (the “Corporation”), New Enterprise Associates 15, L.P. (“NEA 15”), NEA Ventures 2016, Limited Partn

Bright Health Group Announces Closing of $175 Million Capital Raise to Support Focused Business

EXHIBIT 99.1 Bright Health Group Announces Closing of $175 Million Capital Raise to Support Focused Business MINNEAPOLIS- Bright Health Group, Inc. ("Bright Health Group" or the "Company") (NYSE: BHG), today announced the closing of its previously announced offering of Series B convertible perpetual preferred stock (“Series B Preferred”). A total of 175,000 shares of the Company’s Series B Preferr

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) October 17, 2022 Bright Health Gro

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) October 17, 2022 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organiz

Certificate of Designations of Series B Convertible Perpetual Preferred Stock of Bright Health Group, Inc. (incorporated by reference to Exhibit 3.2 filed with the Registrant’s Current Report on Form 8-K filed on October 18, 2022)

EXHIBIT 3.2 CERTIFICATE OF DESIGNATIONS OF SERIES B CONVERTIBLE PERPETUAL PREFERRED STOCK, OF BRIGHT HEALTH GROUP, INC. Pursuant to Section 151 of the Delaware General Corporation Law (as amended, supplemented or restated from time to time, the “DGCL”), BRIGHT HEALTH GROUP, INC., a corporation organized and existing under the laws of the State of Delaware (the “Company”), in accordance with the pr

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) October 10, 2022 Bright Health Gro

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) October 10, 2022 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organiz

and the purchasers parties thereto (incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on October 11, 2022).

Exhibit 10.1 Execution Version INVESTMENT AGREEMENT by and among BRIGHT HEALTH GROUP, INC. and the PURCHASERS identified on Schedule 1 attached hereto Dated as of October 10, 2022 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.01. Definitions 1 ARTICLE II SALE AND PURCHASE OF THE SHARES 13 Section 2.01. Sale and Purchase of the Shares 13 Section 2.02. Closing; Deliverables 14 ARTICLE III

Bright Health Group to Further Focus on Delivering Affordable Healthcare to Aging and Underserved Populations Through Its Fully Aligned Care Model in Florida, Texas, and California

Exhibit 99.1 Bright Health Group to Further Focus on Delivering Affordable Healthcare to Aging and Underserved Populations Through Its Fully Aligned Care Model in Florida, Texas, and California ?Reaffirms previous 2022 Adjusted EBITDA guidance at midpoint and accelerates Adjusted EBITDA profitability to 2023, a year earlier than previously anticipated ?Will no longer offer Individual and Family Pl

Submission of Matters to a Vote of Security Holders

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 Date of Report (date of earliest event reported) May 11, 2022 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorpor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? 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: 001-40537 BRIGHT HEALTH GROUP, INC.

BRIGHT HEALTH GROUP REPORTS SECOND QUARTER 2022 RESULTS

Exhibit 99.1 BRIGHT HEALTH GROUP REPORTS SECOND QUARTER 2022 RESULTS ?Revenue of $1.6 billion, up 41.5% from Q2'21, GAAP Net Loss of $251.3 million, Adjusted EBITDA Loss of $194.9 million ?Enterprise Medical Cost Ratio of 88.8% ?Reaffirming 2022 Consolidated Revenue, MCR, and Adjusted EBITDA guidance MINNEAPOLIS, MN (August 10, 2022) (BUSINESSWIRE) ? Bright Health Group, Inc. (?Bright Health Group

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 Date of Report (date of earliest event reported) August 10, 2022 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organiza

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 Date of Report (date of earliest event reported) May 11, 2022 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organizatio

Form of Executive Separation Agreement (incorporated by reference to Exhibit 10.2 filed with the Registrant's Quarterly Report on Form 10-Q filed on May 12, 2022)

Exhibit 10.2 SEPARATION AGREEMENT This Separation Agreement (this ?Agreement?) and the Release, which is attached and incorporated by reference as Exhibit A (?Release?), are made by and between [] (?Employee?), and Bright Health Management, Inc. (?Employer? and, together with ?Employee?, the ?Parties?). The Employer and Employee wish to end their employment relationship in an honorable, dignified

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? 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: 001-40537 BRIGHT HEALTH GROUP, INC.

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 Date of Report (date of earliest event reported) May 4, 2022 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organization

BRIGHT HEALTH GROUP REPORTS FIRST QUARTER 2022 RESULTS

Exhibit 99.1 BRIGHT HEALTH GROUP REPORTS FIRST QUARTER 2022 RESULTS ?Revenue of $1.8 billion, up 109.9% from Q1'21, Adjusted EBITDA loss of $74.8 million, GAAP Net Loss of $180.6 million. ?Enterprise Medical Cost Ratio of 84.8%, Bright HealthCare Medical Cost Ratio of 83.1%. ?Bright Health Group has achieved significant scale, serving 1.16 million Bright HealthCare members, with over 530,000 NeueH

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

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 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)

Subsidiaries of the Registrant

Exhibit 21.1 Name of Subsidiary Jurisdiction of Incorporation or Organization Bright Health Company of Arizona Arizona Bright Health Company of California, Inc. California Central Health Plan of California, Inc. California Universal Care, Inc. California Bright Health Insurance Company Colorado AssociatesMD Medical Group, Inc. Delaware Bright Health Management, Inc. Delaware Bright Health Networks

Amended and Restated Employment Agreement, effective as of September 23, 2021, between Bright Health Management, Inc. and George L. Mikan III (incorporated by reference to Exhibit 10.15 filed with the Registrant's Annual Report on Form 10-K filed on March 18, 2022)

Ex. 10.15 AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Amended and Restated Employment Agreement (this "Agreement"), effective as of September 23, 2021, is between Bright Health Management, Inc., a Delaware corporation (together with its direct and indirect parents and subsidiaries, the "Company"), with its principal place of business at 8000 Norman Center Dr., Suite 1200, Minneapolis, MN 55437,

Description of the Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (incorporated by reference to Exhibit 4.1 filed with the Registrant's Annual Report on Form 10-K filed on March 18, 2022)

Exhibit 4.1 As of December 31, 2021, Bright Health Group, Inc., a Delaware corporation (the ?Company,? ?we,? ?our,? or ?us?), had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: common stock, par value $0.0001 per share. The following summary includes a brief description of the common stock, as well as certain related additional information.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? 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 001-043

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 Date of Report (date of earliest event reported): March 11, 2022 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organiza

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 Date of Report (date of earliest event reported) March 1, 2022 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organizati

Bright Health Group Names Leading Healthcare Expert to Board Matthew Manders to Join as Independent Director

Exhibit 99.3 Bright Health Group Names Leading Healthcare Expert to Board Matthew Manders to Join as Independent Director MINNEAPOLIS, March 1, 2022 (BUSINESSWIRE) ? Bright Health Group, Inc. ("Bright Health") (NYSE: BHG), the first technology-enabled, Fully Aligned system of care built for healthcare's consumer retail market, today announced that leading healthcare expert Matt Manders will join t

BRIGHT HEALTH GROUP REPORTS FOURTH QUARTER AND FULL YEAR 2021 RESULTS Fourth Quarter 2021 Revenue of $962.3 million, up 167.5% from Q4’20 Adjusted EBITDA loss of $790.1 million; GAAP Net Loss of $813.4 million Full Year 2021 Revenue of $4.0 billion,

Exhibit 99.1 BRIGHT HEALTH GROUP REPORTS FOURTH QUARTER AND FULL YEAR 2021 RESULTS Fourth Quarter 2021 Revenue of $962.3 million, up 167.5% from Q4’20 Adjusted EBITDA loss of $790.1 million; GAAP Net Loss of $813.4 million Full Year 2021 Revenue of $4.0 billion, up 233.7% from 2020 Medical Cost Ratio (“MCR”) of 101.3%, MCR excluding COVID of 96.0% Adjusted EBITDA loss of $1,080.9 million; GAAP Net

Bright Health Group Fourth Quarter 2021 – Earnings Presentation March 2, 2022 Disclaimer Statements made in this presentation that are not statements of historical fact, including statements about our beliefs and expectations, are forward-looking sta

bhgq421earningspresenta Bright Health Group Fourth Quarter 2021 – Earnings Presentation March 2, 2022 Disclaimer Statements made in this presentation that are not statements of historical fact, including statements about our beliefs and expectations, are forward-looking statements, and should be evaluated as such.

Joint Filing Agreement

EX-99.1 EXHIBIT 1 Joint Filing Agreement The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing statements. The undersigned acknowledge that each sha

Members of Group

Exhibit 2 Members of Group Deer IX & Co. Ltd. Deer IX & Co. L.P. Bessemer Venture Partners IX L.P. Bessemer Venture Partners IX Institutional L.P. Deer X & Co. Ltd. Deer X & Co. L.P. Bessemer Century Fund L.P. Bessemer Century Fund Institutional L.P. Deer VIII & Co. Ltd. Deer VIII & Co. L.P. Bessemer VIII Institutional L.P. 15 Angels II LLC

BHG / Bright Health Group, Inc. / Deer X & Co. Ltd. - SC 13G Passive Investment

SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* Bright Health Group, Inc. (Name of Issuer) Common Stock, par value $0.0001 per share (Title of Class of Securities) 10920V107 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to desi

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 Date of Report (date of earliest event reported): February 11, 2022 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organ

BHG / Bright Health Group, Inc. / New Enterprise Associates 15, L.P. - NEW ENTERPRISE ASSOCIATES 15, L.P. / BRIGHT HEALTH GROUP, INC. -- SCHEDULE 13D/A#2 Activist Investment

Schedule 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 2)* Bright Health Group, Inc. (Name of Issuer) Common Stock, $.0001 par value (Title of Class of Securities) 10920V107 (CUSIP Number) Louis S. Citron, Esq. New Enterprise Associates 1954 Greenspring Drive, Suite 600, Timonium, MD 21093 (410) 8

Certificate of Designations of Series A Convertible Perpetual Preferred Stock of Bright Health Group, Inc. (incorporated by reference to Exhibit 3.1 filed with the Registrant’s Current Report on Form 8-K filed on January 3, 2022)

EXHIBIT 3.1 CERTIFICATE OF DESIGNATIONS OF SERIES A CONVERTIBLE PERPETUAL PREFERRED STOCK, OF BRIGHT HEALTH GROUP, INC. Pursuant to Section 151 of the Delaware General Corporation Law (as amended, supplemented or restated from time to time, the ?DGCL?), BRIGHT HEALTH GROUP, INC., a corporation organized and existing under the laws of the State of Delaware (the ?Company?), in accordance with the pr

Second Amendment to the Second Amended and Restated Registration Rights Agreement, dated as of January 3, 2022, by and among Bright Health Group, Inc. and the other parties named therein.

EXHIBIT 10.1 SECOND AMENDMENT TO SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT OF BRIGHT HEALTH GROUP, INC. This SECOND AMENDMENT TO SECOND AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT OF BRIGHT HEALTH GROUP, INC. (this ?Amendment?), dated as of January 3, 2022, is made by and among Bright Health Group, Inc. (formerly known as Bright Health Inc.), a Delaware corporation (the ?Com

Regulation FD Disclosure, 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

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): January 3, 2022 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organiz

Bright Health Group Announces Closing of $750 Million Capital Raise to Support Continued Growth

Exhibit 99.1 For Immediate Release Bright Health Group Announces Closing of $750 Million Capital Raise to Support Continued Growth MINNEAPOLIS, January 3, 2022-(BUSINESSWIRE)-Bright Health Group, Inc. ("Bright Health Group" or the "Company") (NYSE: BHG), the first technology-enabled fully aligned system of care, built for healthcare's consumer retail market, today announced the closing of its prev

BHG / Bright Health Group, Inc. / New Enterprise Associates 15, L.P. - NEW ENTERPRISE ASSOCIATES 15, L.P. / BRIGHT HEALTH GROUP, INC. -- SCHEDULE 13D/A#1 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Bright Health Group, Inc. (Name of Issuer) Common Stock, $.0001 par value (Title of Class of Securities) 10920V107 (CUSIP Number) Louis S. Citron, Esq. New Enterprise Associates 1954 Greenspring Drive, Suite 600, Timonium, MD 21093 (410) 842-4000 (Name

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 Date of Report (date of earliest event reported): December 14, 2021 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organ

2021 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 filed with the Registrant's Current Report on Form 8-K filed on December 20, 2021)

Exhibit 10.1 RESTRICTED STOCK UNIT GRANT NOTICE UNDER THE BRIGHT HEALTH GROUP, INC. 2021 OMNIBUS INCENTIVE PLAN Bright Health Group, Inc. (the ?Company?), pursuant to its 2021 Omnibus Incentive Plan, as it may be amended and restated from time to time (the ?Plan?), hereby grants to the Participant set forth below the number of Restricted Stock Units (the ?RSUs?) set forth below. The RSUs are subje

Investment Agreement, dated December 6, 2021, by and between Bright Health Group, Inc. and Cigna Health & Life Insurance Company and New Enterprise Associates 17, L.P.

Exhibit 10.1 Execution Version INVESTMENT AGREEMENT by and among BRIGHT HEALTH GROUP, INC. and the PURCHASERS identified on Schedule 1 attached hereto Dated as of December 6, 2021 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.01. Definitions 1 ARTICLE II SALE AND PURCHASE OF THE SHARES 11 Section 2.01. Sale and Purchase of the Shares 11 Section 2.02. Closing 11 ARTICLE III REPRESENTATIO

Bright Health Group Introduces 2022 Expectations of Over $6 Billion in Revenue Ahead of Inaugural Investor Day

Exhibit 99.1 For Immediate Release Bright Health Group Introduces 2022 Expectations of Over $6 Billion in Revenue Ahead of Inaugural Investor Day ?Reaffirming 2021 outlook provided with Q3?21 earnings ?Introducing 2022 outlook, which includes Revenue of $6.3 to $6.5 billion, representing over 50% annual growth ?Expect Bright HealthCare to serve over 875,000 members and NeueHealth to deliver care t

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, 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): December 6, 2021 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organi

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 Date of Report (date of earliest event reported): December 7, 2021 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organi

Bright Health Group Announces $750 Million Capital Raise to Support Continued Growth New financing from Cigna and long-term shareholder New Enterprise Associates affirms conviction in Bright Health Group's differentiated alignment model

Exhibit 99.1 For Immediate Release Bright Health Group Announces $750 Million Capital Raise to Support Continued Growth New financing from Cigna and long-term shareholder New Enterprise Associates affirms conviction in Bright Health Group's differentiated alignment model MINNEAPOLIS, December 6, 2021 (BUSINESSWIRE) ? Bright Health Group, Inc. ("Bright Health Group? or the "Company") (NYSE: BHG), t

NeueHealth’s Differentiated Alignment Model Expecting Strong Growth in 2022 Next year the company expects to generate approximately $2 billion in Revenue with a meaningful contribution from external payor relationships

Exhibit 99.1 For Immediate Release NeueHealth?s Differentiated Alignment Model Expecting Strong Growth in 2022 Next year the company expects to generate approximately $2 billion in Revenue with a meaningful contribution from external payor relationships MINNEAPOLIS, November 30, 2021 (BUSINESSWIRE) ? NeueHealth, the rapidly growing care delivery and provider enablement business of Bright Health Gr

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 Date of Report (date of earliest event reported): November 30, 2021 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organ

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): November 26, 2021 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organ

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? 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: 001-40537 BRIGHT HEALTH GROUP, INC.

Bright Health Group, Inc. (BHG)

EX-99.3 4 ex993brighthealthgroupinc.htm EX-99.3 Exhibit 99.3 11-Nov-2021 Bright Health Group, Inc. (BHG) Q3 2021 Earnings Call BRIGHT HEALTH GROUP, INC. PARTICIPANTS G. Mike Mikan Vice Chairmen, President & Chief Executive Officer, Bright Health Group, Inc. Catherine R. Smith Chief Financial & Administrative Officer, Bright Health Group, Inc. Simeon Schindelman Chief Executive Officer, Bright Heal

Bright Health Group Third Quarter 2021 – Earnings Presentation November 11, 2021 Disclaimer Statements made in this presentation that are not statements of historical fact, including statements about our beliefs and expectations, are forward-looking

Bright Health Group Third Quarter 2021 ? Earnings Presentation November 11, 2021 Disclaimer Statements made in this presentation that are not statements of historical fact, including statements about our beliefs and expectations, are forward-looking statements, and should be evaluated as such.

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 Date of Report (date of earliest event reported) November 11, 2021 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organi

BRIGHT HEALTH GROUP REPORTS THIRD QUARTER 2021 RESULTS

Exhibit 99.1 For Immediate Release BRIGHT HEALTH GROUP REPORTS THIRD QUARTER 2021 RESULTS ?Bright Health Group continues to produce significant growth, with total GAAP Revenues of $1,079 million, up 206% from Q3?20. ?Bright HealthCare end-of-year Membership guidance raised to 700,000, up nearly 8% from previous guidance, driving Bright Health Group 2021 Revenue guidance to the top of prior range,

JOINT FILING AGREEMENT

Exhibit 1 JOINT FILING AGREEMENT The persons below hereby agree that the Schedule 13D to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13D, shall be filed jointly on behalf of each of them.

BHG / Bright Health Group, Inc. / StepStone Group LP - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Bright Health Group, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 10920V 107 (CUSIP Number) Jennifer Y. Ishiguro StepStone Group LP 4225 Executive Square, Suite 1600 La Jolla, CA 90237 (858) 558-9700 (Name, Address and Telepho

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? 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: 001-40537 BRIGHT HEALTH GROUP, INC.

(incorporated by reference to Exhibit 10.6 filed with the Registrant’s Quarterly Report on Form 10-Q filed on August 11, 2021)

EX-10.6 2 exhibit106formofexhibitps.htm EX-10.6 Exhibit 10.6 PERFORMANCE-BASED RESTRICTED STOCK UNIT GRANT NOTICE UNDER BRIGHT HEALTH GROUP, INC. 2021 OMNIBUS INCENTIVE PLAN Bright Health Group, Inc. (the “Company”), pursuant to its 2021 Omnibus Incentive Plan, as it may be amended and restated from time to time (the “Plan”), hereby grants to the Participant set forth below the number of performan

Form of Indemnification Award for Directors and Officers (incorporated by reference to Exhibit 10.7 filed with the Registrant's Quarterly Report on Form 10-Q filed on August 11, 2021)

Exhibit 10.7 FORM OF INDEMNIFICATION AGREEMENT This Indemnification Agreement is dated as of , (this ?Agreement?) and is between Bright Health Group, Inc., a Delaware corporation (the ?Company?), and (?Indemnitee?). Background The Company believes that in order to attract and retain highly competent persons to serve as directors or in other capacities, including as officers, it must provide such p

Entry into a Material Definitive Agreement, 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 Date of Report (date of earliest event reported): August 2, 2021 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organiza

Amendment No. 1, dated as of August 2, 2021, among Bright Health Group, Inc., the other Loan Parties party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent.

EX-10.1 2 exhibit101amendmenttocred.htm EX-10.1 Exhibit 10.1 [EXECUTION VERSION] AMENDMENT NO. 1 dated as of August 2, 2021 (this “Amendment”), among BRIGHT HEALTH GROUP, INC. (the “Company”), the other LOAN PARTIES party hereto, the LENDERS party hereto and JPMORGAN CHASE BANK, N.A., in its capacity as administrative agent (the “Administrative Agent”). Reference is made to the Credit Agreement da

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 Date of Report (date of earliest event reported) August 3, 2021 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organizat

BRIGHT HEALTH GROUP REPORTS SECOND QUARTER 2021 RESULTS

EX-99.1 2 ex991brighthealthgroupinc.htm EX-99.1 Exhibit 99.1 For Immediate Release BRIGHT HEALTH GROUP REPORTS SECOND QUARTER 2021 RESULTS •Total GAAP Revenues of $1,114 million grew 275% from $297 million in Q2’20 •Bright HealthCare Membership of 662,825, up 220% from 207,224 in Q2’20 •NeueHealth Value-Based Patients of 42,305, up 118% from Q2’20, with further growth to 169,983 after adjusting fo

Bright Health Group Second Quarter 2021 – Earnings Presentation August 3, 2021 Disclaimer Statements made in this presentation that are not statements of historical fact, including statements about our beliefs and expectations, are forward-looking st

EX-99.2 3 bhgq221earningspresenta.htm EX-99.2 Bright Health Group Second Quarter 2021 – Earnings Presentation August 3, 2021 Disclaimer Statements made in this presentation that are not statements of historical fact, including statements about our beliefs and expectations, are forward-looking statements, and should be evaluated as such. Forward-looking statements include information concerning pos

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 Date of Report (date of earliest event reported) July 23, 2021 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 001-40537 47-4991296 (State or other jurisdiction of incorporation or organizati

Bright Health Group Welcomes Back Leading Healthcare Expert Andy Slavitt to Board of Directors

EX-99.1 2 ex99107282021xboddevelopm.htm EX-99.1 Bright Health Group Welcomes Back Leading Healthcare Expert Andy Slavitt to Board of Directors MINNEAPOLIS-(BUSINESS WIRE)- Bright Health Group (NYSE: BHG), a leading value-based integrated healthcare company, is welcoming back prominent healthcare expert and advisor Andy Slavitt to the company’s Board of Directors. Slavitt originally joined the Boar

BHG / Bright Health Group, Inc. / New Enterprise Associates 17, L.P. - NEW ENTERPRISE ASSOCIATES 17, L.P. / BRIGHT HEALTH GROUP, INC. -- SCHEDULE 13D Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Bright Health Group, Inc. (Name of Issuer) Common Stock, $.0001 par value (Title of Class of Securities) 10920V107 (CUSIP Number) Louis S. Citron, Esq. New Enterprise Associates 1954 Greenspring Drive, Suite 600, Timonium, MD 21093 (410) 842-4000 (Name, A

BHG / Bright Health Group, Inc. / Greenspring Associates, LLC - SC 13D Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment )* Bright Health Group, Inc. (Name of Issuer) Common Stock, $0.0001 par value (Title of Class of Securities) 10920V 107 (CUSIP Number) Christopher Ancona Greenspring Associates, LLC 100 Painters Mill Road, Suite 700 Owings Mills, MD 21117 (410) 363-2725 (Name, Address and Tel

JOINT FILING AGREEMENT

Exhibit 1 JOINT FILING AGREEMENT The persons below hereby agree that the Schedule 13D to which this agreement is attached as an exhibit, as well as all future amendments to such Schedule 13D, shall be filed jointly on behalf of each of them.

POWER OF ATTORNEY

EX-99.2 3 d169287dex992.htm EX-99.2 EXHIBIT 2 POWER OF ATTORNEY KNOW ALL BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Eric Thompson with full power to act singly, his true and lawful attorney-in-fact, with full power of substitution, to: (i) sign any and all instruments, certificates and documents that may be necessary, desirable or appropriate

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Material Modification to Rights of Security Holders, 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): June 28, 2021 Bright Health Group, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 001-40537 47-4991296 (State or Other Jurisdiction of Incorporation) (Commission

Amended and Restated Bylaws of Bright Health Group, Inc. (incorporated by reference to Exhibit 4.2 filed with the Registrant’s Registration Statement on Form S-8 filed on June 28, 2021)

Exhibit 4.2 THIRD Amended AND RESTATED bylaws of BRIGHT HEALTH GROUP, Inc. * * * * * ARTICLE I Offices SECTION 1.01 Registered Office. The registered office and registered agent of Bright Health Group, Inc. (the “Corporation”) in the State of Delaware shall be as set forth in the Certificate of Incorporation (as defined below) from time to time. The Corporation may also have offices in such other

As filed with the Securities and Exchange Commission on June 28, 2021.

As filed with the Securities and Exchange Commission on June 28, 2021. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 BRIGHT HEALTH GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 47-4991296 (State or other jurisdiction of incorporation or organization) (I.R.S

Ninth Amended and Restated Certificate of Incorporation of Bright Health Group, Inc. (incorporated by reference to Exhibit 4.1 filed with the Registrant’s Registration Statement on Form S-8 filed on June 28, 2021)

Exhibit 4.1 NiNTH AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF BRIGHT HEALTH GROUP, Inc. * * * * * The present name of the corporation is Bright Health Group, Inc. (the ?Corporation?). The Corporation was incorporated under the name ?KTNewPlanCo, Inc.? by the filing of the Corporation?s original Certificate of Incorporation with the Secretary of State of the State of Delaware on August 7,

51,350,000 Shares COMMON STOCK

TABLE OF CONTENTS ?Filed Pursuant to Rule 424(b)(4) ?Registration No. 333-256286? Prospectus 51,350,000 Shares COMMON STOCK ? This is the initial public offering of Bright Health Group, Inc. We are selling 51,350,000 shares of our common stock. The initial public offering price of our common stock is $18.00 per share. Prior to this offering, no public market existed for our common stock. Our commo

Form 8-A (File No. 001-40537) filed on June 24, 2021

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 Bright Health Group, Inc. (Exact name of registrant as specified in its charter) Delaware 47-4991296 (State of incorporation or organization) (I.R.S. Employer Identification No.) 8000 Norman Center

Simpson Thacher & Bartlett LLP 425 lexington avenue new york, ny 10017-3954 telephone: +1-212-455-2000 facsimile: +1-212-455-2502

Simpson Thacher & Bartlett LLP 425 lexington avenue new york, ny 10017-3954 telephone: +1-212-455-2000 facsimile: +1-212-455-2502 Direct Dial Number (650) 251-5110 (212) 455-7862 E-mail Address wbrentani@stblaw.

425 lexington avenue new york, ny 10017-3954

Simpson Thacher & Bartlett llp 425 lexington avenue new york, ny 10017-3954 telephone: +1-212-455-2000 facsimile: +1-212-455-2502 Direct Dial Number (650) 251-5110 (212) 455-7862 E-mail Address wbrentani@stblaw.

Bright Health Group, Inc. 2021 Omnibus Incentive Plan, effective as of June 5, 2021

Exhibit 10.8 BRIGHT HEALTH group, INC. 2021 OMNIBUS INCENTIVE PLAN 1.??????????Purpose.? The purpose of the Bright Health Group, Inc. 2021 Omnibus Incentive Plan is to provide a means through which the Company and the other members of the Company Group may attract and retain key personnel and to provide a means whereby directors, officers, employees, consultants and advisors of the Company and the

Form of Underwriting Agreement

EX-1.1 2 tm217793d14ex1-1.htm EXHIBIT 1.1 Exhibit 1.1 BRIGHT HEALTH GROUP, INC. [] Shares of Common Stock Underwriting Agreement [], 2021 J.P. Morgan Securities LLC Goldman Sachs & Co. LLC Morgan Stanley & Co. LLC Barclays Capital Inc. As Representatives of the several Underwriters listed in Schedule 1 hereto c/o J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 c/o Goldman Sa

As filed with the Securities and Exchange Commission on June 15, 2021.

TABLE OF CONTENTS As filed with the Securities and Exchange Commission on June 15, 2021.

FOIA Confidential Treatment Request Under 17 C.F.R. § 200.83

Simpson Thacher & Bartlett llp 425 lexington avenue new york, ny 10017-3954 telephone: +1-212-455-2000 facsimile: +1-212-455-2502 Direct Dial Number E-mail Address (650) 251-5110 wbrentani@stblaw.

2021 Omnibus Incentive Plan (2021 Executive Leadership Team PSUs )(incorporated by reference to Exhibit 10.11 filed with the Registrant’s Registration Statement on Form S-1/A filed on June 4, 2021)

EX-10.11 8 tm217793d11ex10-11.htm EXHIBIT 10.11 Exhibit 10.11 2021 Executive Leadership Team PSUs PERFORMANCE-BASED RESTRICTED STOCK UNIT GRANT NOTICE UNDER BRIGHT HEALTH GROUP, INC. 2021 OMNIBUS INCENTIVE PLAN Bright Health Group, Inc. (the “Company”), pursuant to its 2021 Omnibus Incentive Plan, as it may be amended and restated from time to time (the “Plan”), hereby grants to the Participant se

2021 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.10 filed with the Registrant’s Registration Statement on Form S-1/A filed on June 4, 2021)

EX-10.10 7 tm217793d11ex10-10.htm EXHIBIT 10.10 Exhibit 10.10 2021 Director Time RSUs RESTRICTED STOCK UNIT GRANT NOTICE UNDER BRIGHT HEALTH GROUP, INC. 2021 OMNIBUS INCENTIVE PLAN Bright Health Group, Inc. (the “Company”), pursuant to its 2021 Omnibus Incentive Plan, as it may be amended and restated from time to time (the “Plan”), hereby grants to the Participant set forth below the number of Re

Form of Third Amended and Restated Bylaws of Bright Health Group, Inc.

Exhibit 3.5 THIRD Amended AND RESTATED bylaws of BRIGHT HEALTH GROUP, Inc. * * * * * ARTICLE I Offices SECTION 1.01 Registered Office. The registered office and registered agent of Bright Health Group, Inc. (the “Corporation”) in the State of Delaware shall be as set forth in the Certificate of Incorporation (as defined below) from time to time. The Corporation may also have offices in such other

2021 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.9 filed with the Registrant’s Registration Statement on Form S-1/A filed on June 5, 2021)

EX-10.9 6 tm217793d11ex10-9.htm EXHIBIT 10.9 Exhibit 10.9 2021 Time Options OPTION GRANT NOTICE UNDER BRIGHT HEALTH GROUP, INC. 2021 OMNIBUS INCENTIVE PLAN Bright Health Group, Inc. (the “Company”), pursuant to its 2021 Omnibus Incentive Plan, as it may be amended and restated from time to time (the “Plan”), hereby grants to the Participant set forth below the number of Options (each Option repres