Mezzanine Deficit and Stockholders' Equity |
12 Months Ended |
|---|---|
Dec. 31, 2025 | |
| Stockholders' Equity Note [Abstract] | |
| Mezzanine Deficit and Stockholders' Equity | 12. Mezzanine Deficit and Stockholders’ Equity Mezzanine Deficit APC As the redemption feature (see Note 2 — “Basis of Presentation and Summary of Significant Accounting Policies”) of APC’s shares of common stock is not solely within the control of APC, the equity of APC, a consolidated affiliate of the Company, does not qualify as permanent equity and has been classified as non-controlling interest in mezzanine or temporary equity. APC’s shares were not redeemable, and it was not probable that the shares would become redeemable as of December 31, 2025, 2024, and 2023. Stockholders’ Equity Common Stock Subject to the rights of preferred stockholders, if any, holders of the Company’s common stock are entitled to receive such dividends, if any, as may be declared from time to time by the Company’s Board of Directors, at its discretion, from legally available funds. In the event of a liquidation, dissolution, or winding up, the holders of common stock will be entitled to share ratably in the net assets legally available for distribution to stockholders after the payment of all of the Company’s known debts and other liabilities and the satisfaction of any liquidation preference granted to the holders of any then-outstanding shares of preferred stock. As of December 31, 2025, 41,048 holdback shares have not been issued to certain former AHM shareholders who were AHM shareholders when Astrana had completed its business combination with AHM (the “2017 Merger”), as they have yet to submit properly completed letters of transmittal to Astrana in order to receive their pro rata portion of Astrana common stock as contemplated under the Merger Agreement. Pending such receipt, such former AHM shareholders have the right to receive, without interest, their pro rata share of dividends or distributions with a record date after the effectiveness of the 2017 Merger. The consolidated financial statements have treated such shares of common stock as outstanding, given that the receipt of the letter of transmittal is considered perfunctory, and the Company is legally obligated to issue these shares in connection with the 2017 Merger. Dividends During the years ended December 31, 2025, 2024, and 2023, APC declared dividends of $26.0 million, $62.0 million, and $58.0 million, respectively, to their Series A Preferred shareholders. During the year ended December 31, 2025, APC distributed 699,896 of the Company’s shares and $5.4 million cash to its common shareholders. These shares were owned by APC, a consolidated VIE of Astrana, and carved out from Astrana’s economic interest and performance metrics. During the year ended December 31, 2024, APC did not declare a dividend to its common shareholders. During the year ended December 31, 2023, APC declared dividends of $210.9 million to its common shareholders. During the years ended December 31, 2025, 2024, and 2023, certain consolidated subsidiaries of the Company, excluding APC, paid distributions of $2.1 million, $4.0 million, and $3.9 million, respectively, to the shareholders who own the non-controlling interests in the entities. Treasury Stock As of December 31, 2025 and 2024, APC owned 6,132,802 and 7,132,698 shares of Astrana’s common stock, respectively. While such shares of Astrana’s common stock are legally issued and outstanding, they are treated as treasury shares for accounting purposes and excluded from shares of common stock outstanding in the consolidated financial statements. APC's ownership in Astrana was 11.15% and 12.96% as of December 31, 2025 and 2024, respectively. During the year ended December 31, 2025, the Company had repurchased 967,058 shares of its common stock for $25.6 million, which included 300,000 shares from APC for an aggregate purchase price of approximately $10.6 million, and 633,844 shares as part of the Company’s share repurchase program for a price of approximately $14.1 million. During the year ended December 31, 2024, the Company repurchased 19,509 shares of its common stock for $0.9 million. As of December 31, 2025 and 2024, the total treasury stock, including the Company’s stock held by APC, was 10,571,011 and 10,603,849, respectively. |