AMWL

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How AMWL rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025

Text kept

81%

of sentences unchanged

Added

120

new sentences

Dropped

124

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Length

−160

words, now 38,418

New in FY2025

Important factors that may materially affect such forward-looking statements and projections include the following: • weak growth and increased volatility in the digital care market; • our history of losses and the risk we may not achieve profitability; • inability to adapt to rapid technological changes; • our limited number of significant clients and the risk that we may lose their business; • increased competition from existing and potential new participants in the healthcare industry; • changes in healthcare laws, regulations or trends and our ability to operate in the heavily regulated healthcare industry; • compliance with regulations concerning personally identifiable information and personal health industry; • slower than expected growth in patient adoption of digital care and in platform usage by either clients or patients; • inability to grow our base of affiliated and non-affiliated providers sufficient to serve patient demand; • our ability to comply with federal and state privacy regulations and the significant liability that could result from a cybersecurity breach or our failure to comply with such regulations; • our ability to commence and complete any strategic transformation initiatives and the impact of such initiatives; • our ability to establish and maintain strategic relationships with third parties; • the impact of the seasonal viruses on our business or on our ability to forecast our business’s financial outlook; • the risk that the insurance we maintain may not fully cover all potential exposures; and • the continuation of the Defense Health Agency relationship beyond July of 2026 with comparable financial terms.
As of December 31, 2025, we power the digital care programs of approximately 50 health plans, which collectively represent more than 90 million covered lives, as well as approximately 80 of the nation’s largest health systems.
Since inception, we have powered more than 37.6 million virtual care visits for our clients, including more than 4.5 million in the year ended December 31, 2025.
Our enterprise platform and software as a service solutions (“Amwell Platform”) enable hybrid care delivery by offering our clients products to help weave digital care across all care settings.
For health systems, the Amwell Platform enables provider-to-provider virtual care for use cases ranging from stroke to virtual nursing and e-sitting.
The Amwell Platform also helps extend care outside the care setting by enabling both on-demand and scheduled provider-to-patient care for a range of use cases.
For health plans, employers and government entities, the Amwell Platform enables a member-centric hybrid care experience, seamlessly connecting with current technology investments and offering an open architecture that allows simple integration of future innovation.
The Amwell Platform enables a broad set of use cases, including primary, urgent, mental health, specialty, and chronic care.
Our clients’ providers use the Amwell Platform to serve their patients and members.
Our technology-enabled Amwell Platform is designed to be future-ready, reliable, flexible, scalable, secure and integrated with other healthcare software systems.
The Amwell Platform offers state-of-the-art data architecture and video capabilities, flexibility and scalability, as well as a user experience focused on the needs of patients, members and providers.
The Amwell Platform delivers the digital capabilities that health systems and health plans care about — for example, virtual primary care, post-discharge follow-up, chronic condition management, virtual nursing — and aligns them into a single digital care operating system that aggregates all of the data from these care experiences to provide real-time insight.
By providing a single platform for the digital distribution of care, our Amwell Platform accelerates innovation and interoperability for health system and health plan clients as well as other healthcare innovators who aim to offer a seamless experience for providers, patients and members.
One Platform, Powering the Care Continuum The Amwell Platform, our cloud-based enablement platform, digitally enables a scalable healthcare experience across all care settings.
The development of the Amwell Platform provides our customer base with an improved and more robust healthcare solution that is designed to connect seamlessly with clients’ existing investments as well as Amwell-owned and partner programs.
The Amwell Platform is designed to remotely implement hybrid care solutions and services for our clients and grow with them as they broaden their offerings.
Clients can seamlessly activate additional solutions on the Amwell Platform as new needs arise, all working together to create a more connected experience for patients and providers.
The Amwell Platform’s open architecture allows it to integrate with health plans’ and employers’ existing systems and point solutions, connecting the digital care ecosystem and simplifying the member experience.
We have designed the Amwell Platform to be future-ready, intuitive and convenient for patients, providers and payers: • Patients and Members— For member or patient-initiated on-demand/urgent care visits, patients can elect to see the next available clinician.
The Amwell Platform received a thumbs-up rating by patients of over 90% for the full-year period ended December 31, 2025. • Providers— The Amwell Platform is designed to deliver an easy-to-use provider experience via web or mobile device.
Importantly, solutions can be launched directly from within a provider’s EHR system, creating a seamless experience and reducing redundant data entry. • Payers — Access to the Amwell Platform can be embedded directly into health plan portals, websites, and mobile applications, all using the health plan’s trusted brand.
The Amwell Platform integrates directly with claims and eligibility systems to enable verification and collection of correct co-insurance payments from patients at the time of the visit.
In addition, the Amwell Platform enables payers to connect their own digital assets, influence member workflows, and present key clinical quality information, such as gaps in care, to providers at the time of a visit.
The Amwell Platform also enables payers with clinical networks or integrated delivery networks to seamlessly incorporate their own providers to deliver care.
The TAM in the U.S. for the Amwell Platform is the value of the above sub-segments of the market that can be captured through technology.
As we continue to open the Amwell Platform to third-party innovators, we believe erstwhile competitors will increasingly become collaborators and integration points.
We believe the breadth of our existing customer ecosystem, our unique customer footprint with both payers and providers, the depth of the Amwell Platform, and our business-to-business focus on promoting existing healthcare brands and integrating with multiple platforms increases the likelihood that stakeholders seeking to develop digital and hybrid care solutions will increasingly choose to collaborate with Amwell.
Our Competitive Strengths Supporting the Full Continuum of Care with Synchronous, Asynchronous and Automated Capabilities The Amwell Platform enables clients to deploy and configure care pathways that blend a range of technology-enabled care modalities.
Enabling Our Clients Own Provider Networks The Amwell Platform enables clients to leverage their own provider networks to treat their patients and members using virtual and digital modalities across the care continuum.
Client providers utilized the Amwell Platform to address their patients’ needs, from primary care to chronic care management to specialty care.
The Amwell Platform is designed to be used by all, from the small innovative health systems, like El Camino Health, ‘the hospital of Silicon Valley’, to the largest health organizations like Elevance Health, The National Health Service in the United Kingdom and the U.S.
Support for Third-Party and First-Party Applications and Solutions The Amwell Platform enables clients to add their own digital assets as well as best-in-class third party solutions and activate members and patients directly from the Amwell Platform.
We believe the Amwell Platform’s ability to seamlessly integrate Amwell capabilities, client capabilities, and third-party capabilities versus forcing clients to either manage numerous point solutions or get locked into a single full stack vendor solution is another strong differentiator in our industry.
This trend is driving our strategy to create a digital formulary as part of the Amwell Platform to provide high-quality vetted apps, services and products developed by leading innovators as well as by our clients themselves.
Client-Branded, Embedded Digital Experiences Our configurable Amwell Platform and its associated APIs and widgets encourage our clients to deploy digital and hybrid care programs under their own brands, unlike telehealth and virtual care players who promote programs under their brands.
Platform Integration Enabling Efficient Delivery of Hybrid Care The Amwell Platform integrates with clients’ care pathways and workflows using our APIs and embeddable software widgets.
In addition to enabling workflows within client EHR systems such as Epic and Oracle Health, our Amwell Platform enables client care via “digital front doors”, mobile apps, and nurse lines for patient access.
Our ecosystem also is strengthened by our alliances with innovators that bring new services and capabilities to the Amwell Platform.
For example, our collaboration with Hello Heart supports cardiovascular disease prevention and management, The breadth of our ecosystem has enabled a deep understanding of health system and health plan workflows and reimbursement arrangements between our clients, allowing us to configure the Amwell Platform to meet their needs.
We use targeted patient and provider engagement campaigns, best practices training as well as operational support to further drive an increase in usage across the Amwell Platform. • Adding new solutions —Most clients begin with one or two solutions for hybrid care delivery, but then expand into additional use cases.

and 80 more.

Gone since FY2024

Important factors that may materially affect such forward-looking statements and projections include the following: • weak growth and increased volatility in the digital care market; • our history of losses and the risk we may not achieve profitability; • inability to adapt to rapid technological changes; • our limited number of significant clients and the risk that we may lose their business; • increased competition from existing and potential new participants in the healthcare industry; • changes in healthcare laws, regulations or trends and our ability to operate in the heavily regulated healthcare industry; • compliance with regulations concerning personally identifiable information and personal health industry; • slower than expected growth in patient adoption of digital care and in platform usage by either clients or patients; • inability to grow our base of affiliated and non-affiliated providers sufficient to serve patient demand; • our ability to comply with federal and state privacy regulations and the significant liability that could result from a cybersecurity breach or our failure to comply with such regulations; • our ability to commence and complete any strategic transformation initiatives and the impact of such initiatives; • our ability to establish and maintain strategic relationships with third parties; • the impact of the seasonal viruses on our business or on our ability to forecast our business’s financial outlook; • the risk that the insurance we maintain may not fully cover all potential exposures; and • the continuation of the Defense Health Agency relationship beyond July of 2025 with comparable financial terms.
As of December 31, 2024, we power the digital care programs of approximately 50 health plans, which collectively represent more than 80 million covered lives, as well as approximately 100 of the nation’s largest health systems.
Since inception, we have powered more than 33.1 million virtual care visits for our clients, including more than 5.9 million in the year ended December 31, 2024.
Our enterprise platform and software as a service solutions enable hybrid care delivery by offering our clients products to help weave digital care across all care settings.
For health systems, our enterprise platform enables provider-to-provider virtual care for use cases ranging from stroke to virtual nursing and e-sitting.
Our enterprise platform also helps extend care outside the care setting by enabling both on-demand and scheduled provider-to-patient care for a range of use cases.
For health plans, employers and government entities, our enterprise platform enables a member-centric hybrid care experience, seamlessly connecting with current technology investments and offering an open architecture that allows simple integration of future innovation.
The platform enables a broad set of use cases, including primary, urgent, mental health, specialty, and chronic care.
Our clients’ providers use our enterprise platform and software to serve their patients and members.
The Amwell Converge platform is the latest version of our enterprise platform software.
We designed the platform to be future-ready, reliable, flexible, scalable, secure and integrated with other healthcare software systems.
Our platform offers state-of-the-art data architecture and video capabilities, flexibility and scalability, as well as a user experience focused on the needs of patients, members and providers.
The Amwell Converge platform delivers the digital capabilities that health systems and health plans care about — for example, virtual primary care, post-discharge follow-up, chronic condition management, virtual nursing — and aligns them into a single digital care operating system that aggregates all of the data from these care experiences to provide real-time insight.
By providing a single platform for the digital distribution of care, our platform accelerates innovation and interoperability for health system and health plan clients as well as other healthcare innovators who aim to offer a seamless experience for providers, patients and members.
One Platform, Powering the Care Continuum The Amwell Converge platform, our cloud-based enablement platform, is our go-forward strategy to digitally enable a scalable healthcare experience across all care settings.
The development of the platform provides our customer base with an improved and more robust healthcare solution that is designed to connect seamlessly with clients' existing investments as well as Amwell-owned and partner programs.
During the fourth quarter of 2024, 67% of our visits were provided on this platform, which was an increase from 52% in the fourth quarter of 2023.
A strategic focus for us in 2025 is to continue the migration of health plan and health system clients onto the platform as soon as it is feasible for those clients.
The Amwell Converge platform is designed to remotely implement hybrid care solutions and services for our clients and grow with them as they broaden their offerings.
Clients can seamlessly activate additional solutions on the platform as new needs arise, all working together to create a more connected experience for patients and providers.
The Amwell Converge platform’s open architecture allows it to integrate with health plans’ and employers’ existing systems and point solutions, connecting the digital care ecosystem and simplifying the member experience.
We have designed our platform to be future-ready, intuitive and convenient for patients, providers and payers: • Patients and Members— For member or patient-initiated on-demand/urgent care visits, patients can elect to see the next available clinician.
The platform received a thumbs-up rating by patients of over 90% for the full-year period ended December 31, 2024. • Providers— The Amwell Converge platform is designed to deliver an easy-to-use provider experience via web or mobile device.
Importantly, solutions can be launched directly from within a provider’s EHR system, creating a seamless experience and reducing redundant data entry. • Payers — Access to the Amwell Converge platform can be embedded directly into health plan portals, websites, and mobile applications, all using the health plan’s trusted brand.
The platform integrates directly with claims and eligibility systems to enable verification and collection of correct co-insurance payments from patients at the time of the visit.
In addition, the platform enables payers to connect their own digital assets, influence member workflows, and present key clinical quality information, such as gaps in care, to providers at the time of a visit.
The platform also enables payers with clinical networks or integrated delivery networks to seamlessly incorporate their own providers to deliver care.
The TAM in the U.S. for the Amwell Converge platform is the value of the above sub-segments of the market that can be captured through technology.
As we continue to open our platform to third-party innovators, we believe erstwhile competitors will increasingly become collaborators and integration points.
We believe the breadth of our existing customer ecosystem, our unique customer footprint with both payers and providers, the depth of our platform, and our business-to-business focus on promoting existing healthcare brands and integrating with multiple platforms increases the likelihood that stakeholders seeking to develop digital and hybrid care solutions will increasingly choose to collaborate with Amwell.
Our Competitive Strengths Supporting the Full Continuum of Care with Synchronous, Asynchronous and Automated Capabilities Our platform enables clients to deploy and configure care pathways that blend a range of technology-enabled care modalities.
Enabling Our Clients Own Provider Networks Our platform enables clients to leverage their own provider networks to treat their patients and members using virtual and digital modalities across the care continuum.
Client providers utilized our enterprise platform and software solutions to address their patients’ needs, from primary care to chronic care management to specialty care.
Our platform is designed to be used by all, from the small innovative health systems, like El Camino Health, ‘the hospital of Silicon Valley’, to the largest health organizations like Elevance Health, The National Health Service in the United Kingdom and the U.S.
Support for Third-Party and First-Party Applications and Solutions The Amwell Converge platform enables clients to add their own digital assets as well as best-in-class third party solutions and activate members and patients directly from our platform.
We believe our platform’s ability to seamlessly integrate Amwell capabilities, client capabilities, and third-party capabilities versus forcing clients to either manage numerous point solutions or get locked into a single full stack vendor solution is another strong differentiator in our industry.
This trend is driving our strategy to create a digital formulary as part of our platform to provide high-quality vetted apps, services and products developed by leading innovators as well as by our clients themselves.
Client-Branded, Embedded Digital Experiences Our configurable platform and its associated APIs and widgets encourage our clients to deploy digital and hybrid care programs under their own brands, unlike telehealth and virtual care players who promote programs under their brands.
Platform Integration Enabling Efficient Delivery of Hybrid Care Our platform integrates with clients’ care pathways and workflows using our APIs and embeddable software widgets.
In addition to enabling workflows within client EHR systems such as Epic and Oracle Health, our platform enables client care via “digital front doors”, mobile apps, and nurse lines for patient access.

and 84 more.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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