On April 6, 2021, the Board approved the 2021 Omnibus Incentive Plan (the “Plan”) which permits awards in respect of up to 10,278,581 shares of Common Stock. The Plan also provides for an automatic increase on the first day of each fiscal year following the effective date of the Plan by an amount equal to the lesser of (i) 5% of outstanding shares on December 31 of the immediately preceding fiscal year or (ii) such number of shares as determined by the Company’s Compensation Committee in its discretion. The Plan provides for the granting of stock options at a price equal to at least 100% of the fair market value of Common Stock as of the date of grant. The Plan also provides for the granting of Stock Appreciation Rights, Restricted Stock, Restricted Stock Units

Prior to the Company’s initial public offering ("IPO”), the Company granted stock options pursuant to the PH Group Parent Corp. Stock Option Plan (the “PH Parent Option Plan”). The Company no longer issues grants under the PH Parent Option Plan and no shares of Common Stock are reserved for future issuance thereunder. On March 2, 2023, the Company entered into a strategic alignment agreement (the “Equity Alignment Agreement”) with ChoiceHealth, Inc. (“Novant Sub”), a subsidiary of Novant Health, Inc. (“Novant Health”). No shares have been issued to Novant Sub under the Equity Alignment Agreement as of June 30, 2025, no shares have been issued under this plan. A member of the Board is a member of the board of trustees of Novant Health.


	Number of Shares	Weighted- Average Exercise Price		Weighted- Average Remaining Contractual Life	Aggregate Intrinsic Value (in thousands)
Balance at December 31, 2024	8,526,910	$	10.03	7.17	$	93,074
Granted	—	—
Exercised	(550,200)	7.73
Forfeited	(9,311)	19.64
Balance at June 30, 2025	7,967,399	$	10.18	6.75	$	102,955
Exercisable June 30, 2025	7,930,200	$	10.10	6.76	$	102,954


	Number of Shares	Grant Date Fair Value
Unvested and outstanding at December 31, 2024	1,637,681	$	27.02
Granted(1)	826,270	25.21
Vested	—	—
Forfeited	(4,215)	24.96
Unvested and outstanding at June 30, 2025	2,459,736	$	26.42
(1) During the six months ended June 30, 2025, Privia awarded RSUs in the form of PSUs to certain executive officers and employees which vest after three years, subject to continued employment of the recipients and the achievement of certain performance metric targets. The Company has identified certain performance metrics associated with these awards and certain targets will be fully established at a future date. The Company has determined that the service inception date precedes the grant date for these awards as (a) the awards were authorized prior to establishing an accounting grant date, (b) the recipients began providing services prior to the grant date, and (c) there are performance conditions that, if not met by the accounting grant date, will result in the forfeiture of the awards. As the service inception date precedes the accounting grant date, the Company recognizes stock-based compensation expense over the requisite service period based on the fair value at each reporting date.

Total stock-based compensation expense for the three months ended June 30, 2025 and 2024, was approximately $18.8 million and $14.4 million, respectively, and $36.6 million and $26.3 million for the six months ended June 30, 2025 and 2024, respectively. At June 30, 2025, there was approximately $121.3 million of unrecognized stock-based compensation expense related to unvested options, RSUs and PSUs, net of forfeitures, that is expected to be recognized over a weighted-average period of 1.0 year.


	For the Three Months Ended June 30,				For the Six Months Ended June 30,
(Dollars in Thousands)	2025		2024		2025		2024
Cost of platform	$	7,223	$	4,710	$	13,194	$	8,597
Sales and marketing	1,488		1,043		2,690		1,812
General and administrative	10,138		8,638		20,755		15,886
Total stock-based compensation	$	18,849	$	14,391	$	36,639	$	26,295