UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of report (Date of earliest event reported): March 430, 2026

ASTRANA HEALTH, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware	001-37392	95-4472349
(State or Other Jurisdiction	(Commission	(I.R.S. Employer
of Incorporation)	File Number)	Identification No.)

1668 S. Garfield Avenue, 2nd Floor, Alhambra, California 91801

(Address of Principal Executive Offices) (Zip Code)

(626) 282-0288

Registrant’s Telephone Number, Including Area Code

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common Stock, $0.001 par value per share	ASTH	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

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

Item 78.01 ~~Regulation~~Other ~~FD Disclosure~~Events.

On ~~March 4~~July 2, ~~2026~~2025, Astrana Health, Inc. (the “Company”) filed ~~updated~~a ~~its~~Current ~~corporate~~Report ~~presentation~~on Form 8-K, as amended by a Form 8-K/A filed on September 11, 2025, to report that it ~~intends~~had tocompleted ~~use~~the inacquisition ~~connection~~of ~~with~~all ~~presentations~~of atthe ~~conferences~~outstanding equity interests of Prospect ~~and~~Health ~~meetings~~Plan, Inc. ~~The~~and ~~slides~~Alta ~~from~~Newport ~~the~~Hospital, ~~Company’s~~LLC ~~corporate~~(d/b/a ~~presentation~~Foothill ~~are~~Regional ~~attached~~Medical asCenter), ~~Exhibit 99.1~~and substantially all the assets of certain todirect ~~this~~and ~~Current~~indirect ~~Report~~subsidiaries onof ~~Form 8-K~~PHP Holdings, LLC (“PHPH”), pursuant to the Asset and ~~are~~Equity ~~incorporated~~Purchase ~~herein~~Agreement, dated November 8, 2024, by ~~reference.~~and ~~The~~among the Company ~~does~~and ~~not~~certain ~~undertake~~direct toand ~~update~~indirect ~~the~~subsidiaries ~~information~~party thereto, PHPH, PHS Holdings, LLC, Prospect ~~contained~~Intermediate inHoldings, LLC, Prospect Provider Group RI, LLC, certain other related entities party thereto and Prospect Medical Holdings, Inc., as Seller Representative (such acquisition, the ~~attached~~“Transaction” ~~presentation~~and ~~materials~~such acquired entities and assets, the “Acquired Business”).

~~The~~This ~~information contained in this~~ Current Report on Form 8-K, ~~including~~provides ~~the~~interim unaudited ~~exhibit~~financial ~~referenced~~statements ~~herein,~~of isthe ~~being~~Acquired ~~furnished~~Business and ~~shall~~a ~~not~~pro beforma ~~deemed~~statement ~~“filed” for purposes~~ of ~~Section 18~~operations of the ~~Securities~~Company, ~~Exchange~~giving ~~Act~~effect ofto ~~1934,~~the Transaction as ~~amended~~if ~~(the~~it ~~“Exchange~~had ~~Act”),~~been orconsummated ~~otherwise~~on ~~subject~~January to1, ~~the~~2025, ~~liabilities of~~as ~~that~~described ~~section.~~in ~~Such~~Item ~~information~~9.01 ~~shall~~below ~~not~~and bewhich are incorporated ~~by reference~~ into ~~any~~this ~~filing~~Item ~~under~~8.01 ~~the~~by ~~Securities~~reference. This ~~Act~~Current ofReport ~~1933,~~on asForm ~~amended, or~~8-K ~~the~~should ~~Exchange~~be ~~Act,~~read ~~whether~~in ~~made~~conjunction ~~before~~with ~~or after~~ the ~~date~~Company’s ~~hereof~~July 2, ~~regardless~~2025 ofand ~~any~~September ~~general~~11, ~~incorporation~~2025 ~~language~~Form in8-K ~~such filing. The~~filings ~~furnishing~~referenced ofabove, ~~this~~which ~~information~~together ~~will~~provide ~~not~~a bemore ~~deemed~~complete andescription ~~admission~~of ~~as to~~ the ~~materiality of any information contained herein~~Transaction.

Item 9.01

Financial Statements and Exhibits.

(a) Financial Statements of Business Acquired.

The unaudited financial statements of the Acquired Business as of and for the nine months ended June 30, 2025 and for the nine months ended June 30, 2024, including the accompanying notes, are filed as Exhibit 99.1 to this Current Report on Form 8-K and are incorporated herein by reference.

(b) Pro Forma Financial Information.

The unaudited pro forma condensed combined statement of operations of the Company for the fiscal year ended December 31, 2025 (the “Unaudited Pro Forma Statement of Operations”) is filed as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference. The Unaudited Pro Forma Statement of Operations gives effect to the Transaction and related transactions.

The Unaudited Pro Forma Statement of Operations is presented for illustrative purposes only and is not intended to represent or be indicative of the Company’s consolidated results of operations that would have been reported had the Transaction and related transactions been completed as of the date presented in the Unaudited Pro Forma Statement of Operations. The Unaudited Pro Forma Statement of Operations should not be taken as a representation of the Company’s future consolidated results of operations. The pro forma adjustments in the Unaudited Pro Forma Statement of Operations are based on available information and certain assumptions that management believes are reasonable under the circumstances.

(d) Exhibits.

Exhibit No.		Description
99.1		~~Investor~~Unaudited ~~Presentation~~financial ~~(March~~statements ~~2026)~~of the Acquired Business as of and for the nine months ended June 30, 2025 and for the nine months ended June 30, 2024, including the notes thereto.
99.2		Unaudited Pro Forma Condensed Combined Statement of Operations for the year ended December 31, 2025.
104		Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document).

Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Exchange Act. These statements include words such as “forecast,” “guidance,” “projects,” “estimates,” “anticipates,” “believes,” “expects,” “intends,” “may,” “plans,” “seeks,” “should,” or “will,” or the negative of these words or similar words, and include statements regarding the Company’s expectations regarding the timing of filing its Form 10-K for the year ended December 31, 2025 (the “2025 Form 10-K”) on or before the prescribed due date following filing of a Form 12b-25 (the “extension deadline”), the expected material weakness in internal control over financial reporting, the consistency of the financial statements in the 2025 Form 10-K with the financial information in the Company’s earnings release and the completion of matters necessary to permit filing by the extension deadline. Forward-looking statements involve certain risks and uncertainties, and actual results may differ materially from those discussed in each such statement. A number of important factors could cause actual results to differ materially from those included within or contemplated by the forward-looking statements, including the factors described in the Company’s filings with the Securities and Exchange Commission, including the Company’s last Annual Report on Form 10-K and subsequent quarterly reports on Form 10-Q. The Company does not undertake any responsibility to update any of these factors or to announce publicly any revisions to any of the forward-looking statements contained in this or any other document, whether as a result of new information, future events, or otherwise.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	ASTRANA HEALTH, INC.
Date: March 4, 2026	By:	/s/ Brandon K. Sim
Date: March 30, 2026	By:	/s/ Brandon K. Sim
	Name:	Brandon K. Sim
	Title:	Chief Executive Officer and President

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