What changed in this filing

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Item 1. Business

2023-03-01 compared with 2022-03-01 · 164 added, 176 removed, 169 unchanged (67% of the section changed)

We are a leading health insurance marketplace powered by a technology and service platform that provides consumer engagement, education and health insurance enrollment solutions.

Our mission is to connect every person with the highest quality, most affordable health insurance and Medicare plans for their life circumstances.

We are a leading private health insurance marketplace with a technology and service platform that provides consumer engagement, education and health insurance enrollment solutions.

Our mission is to expertly guide consumers through their health insurance enrollment and related options, when, where, and how they prefer.

Our platform leverages technology to solve a critical problem in a large and growing market by aiding consumers in what has traditionally been a complex, confusing and opaque health insurance purchasing process.

Our omnichannel consumer engagement platform enables consumers to use our services online, by telephone with a licensed insurance agent or through a hybrid online assisted interaction.

We have created a consumer-centric marketplace that offers a broad choice of insurance products, including thousands of Medicare Advantage, Medicare Supplement, Medicare Part D prescription drug, individual and family, small business and other ancillary health insurance products from over 200 health insurance carriers across all fifty states and the District of Columbia.

Our omnichannel consumer engagement platform differentiates our offering from other brokers and enables consumers to use our services online, by telephone with a licensed insurance agent or through a hybrid online assisted interaction that includes live agent chat and co-browsing capabilities.

We have created a consumer-centric marketplace that offers consumers a broad choice of insurance products that includes thousands of Medicare Advantage, Medicare Supplement, Medicare Part D prescription drug, individual, family, small business, and other ancillary health insurance products from approximately 200 health insurance carriers across all fifty states and the District of Columbia.

Our plan recommendation tool curates this broad plan selection by analyzing customer health-related information against plan data for insurance coverage fit.

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We strive to be the most trusted partner to the consumer in their life’s journey through the health insurance market.

We were incorporated in Delaware in November 1997.

We operate our business in two segments:

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Our platform and services are free to the consumer, and, as a broker, we do not take on underwriting risk.

In our Medicare segment, we have benefited from (1) strong demographic trends, with approximately 10,000 people on average turning 65 every day over the next ten years, (2) the increasing proportion of the Medicare eligible population that is choosing commercial insurance solutions such as Medicare Advantage and Medicare Supplement plans, rather than obtaining healthcare through the original Medicare program, and (3) consumers' growing propensity to comparison shop, including for healthcare.

In our Medicare segment, we have benefited from (1) demographic trends, with an average of approximately 10,000 people projected to turn 65 every day for the next ten years;

(2) the strong value proposition of the Medicare Advantage program, which has provided overall superior health outcomes compared to traditional Medicare and a wide selection of plans that are increasingly offering extra benefits, including gym memberships, medical transport and nutritional services;

(3) the increasing proportion of the Medicare eligible population that is choosing commercial insurance solutions such as Medicare Advantage and Medicare Supplement plans, rather than obtaining healthcare through the original Medicare program;

and (4) consumers' growing propensity to comparison shop, including for healthcare insurance.

In addition, our digital platform provides us with a strong competitive advantage as seniors' adoption of the Internet for research, social interaction, shopping, and other daily needs is growing and has been accelerated by the global COVID-19 pandemic.

In our Individual, Family and Small Business segment, we have benefited from the recent expansion of the premium tax credit subsidies that have made qualified health plans under the Affordable Care Act more affordable to consumers and cover the 2021 and 2022 plan years, after which the tax credit subsidies expire.

We have also benefited from the favorable plan retention dynamics with our existing customers.

Available Information

We make available free of charge on the Investor Relations page of our web site ( ir.ehealthinsurance.com ) our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, proxy statements, and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as soon as reasonably practicable after we file such material with, or furnish it to, the Securities and Exchange Commission, or the SEC.

also maintains an Internet website ( www.sec.gov ) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC.

Our corporate governance guidelines, code of business conduct, audit committee charter, compensation committee charter, and nominating and corporate governance committee charter are available on the governance page of our website at ir.ehealthinsurance.com .

The information that can be accessed on or through our websites is not part of this Annual Report on Form 10-K.

Our Business Model

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Our Medicare ecommerce platform, which can be accessed through our websites ( www.eHealthMedicare.com, www.PlanPrescriber.com and www.GoMedigap.com ), and telephonic enrollment capabilities enable consumers to research, compare and purchase Medicare-related health insurance plans, including Medicare Advantage, Medicare Supplement, and Medicare Part D prescription drug plans.

To the extent that we assist in the sale of Medicare-related insurance plans as a health insurance agent, either online or telephonically, we generate revenue as a result of commissions we receive from health insurance carriers.

To the extent that we assist in the sale of Medicare-related insurance plans as a health insurance agent, either online, telephonically, or through a hybrid online assisted enrollment, we generate revenue as a result of commissions we receive from health insurance carriers.

Our commissions include regular payments with respect to administrative services we perform.

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In the first effective plan year of a Medicare Advantage and Medicare Part D prescription drug plan, after the health insurance carrier approves the application, we are paid a fixed commission that is prorated for the number of months remaining in the calendar year.

Additionally, if the plan is the first Medicare Advantage or Medicare Part D prescription drug plan issued to the member because they just became eligible for these products or have previously been covered through the traditional Medicare program, we may receive a higher commission amount that covers a full 12-month period, regardless of the month the plan was effective.

Additionally, if the plan is the first Medicare Advantage or Medicare Part D prescription drug plan issued to the member because the beneficiary just became eligible for these products or has previously been covered through the traditional Medicare program, we may receive a higher commission amount that covers a full 12-month period, regardless of the month the plan was effective.

Beginning with the second plan year and for as long as the member remains on that plan, we typically receive fixed, monthly commissions for Medicare Advantage plans and fixed, annual commissions for Medicare Part D prescription drug plans.

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Commission payments we receive for Medicare Supplement plans sold by us typically are a percentage of the premium on the plan and are paid to us monthly until either the plan is cancelled or we otherwise do not remain the agent on the plan.

Medicare Advantage and Medicare Part D prescription drug plan pricing is approved by the Centers for Medicare and Medicaid Services, or CMS, an agency of the United States Department of Health and Human Services, and is not subject to negotiation or discounting by health insurance carriers or our competitors.

Medicare Advantage and Medicare Part D prescription drug plan pricing is approved by the Centers for Medicare and Medicaid Services ("CMS"), an agency of the United States Department of Health and Human Services, and is not subject to negotiation or discounting by health insurance carriers or our competitors.

Similarly, Medicare Supplement plan pricing is set by the health insurance carrier and approved by state regulators and is not subject to negotiation or discounting by health insurance carriers or our competitors.

Individual, Family and Small Business Segment

We actively market individual and family health insurance and small business health insurance plans through our ecommerce platform, which can be accessed through our websites ( www.eHealth.com and www.eHealthInsurance.com ), and generate revenue as a result of commissions we receive from

health insurance carriers whose health insurance plans are purchased through us, as well as commission override payments we receive for achieving sales volume thresholds or other objectives.

In addition, we market a variety of ancillary products, including but not limited to, short-term limited duration, dental and vision plans.

We actively market individual and family health insurance plans ("IFP") and small business health insurance plans through our ecommerce platform, which can be accessed through our websites ( www.eHealth.com and www.eHealthInsurance.com ), and generate revenue as a result of commissions we receive from health insurance carriers whose health insurance plans are purchased through us, as well as commission override payments we receive for achieving sales volume thresholds or other objectives.

In addition, we market a variety of ancillary products, including but not limited to, short-term, dental and vision plans.

These ancillary products are offered to individual and family and small business consumers and are also sold on a standalone basis.

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Non-Commission Revenue Sources

Within our two operating segments, we earn commission revenue, as well as non-commission revenue, or other revenue, which includes online sponsorship and advertising, lead referral, technology licensing revenue, and performance of other services.

Online Sponsorship and Advertising.

We generate revenue from our sponsorship and advertising program that allows carriers to purchase advertising space for non-Medicare products on our website and Medicare plan related advertising on separate websites that we develop, host and maintain.

We generate revenue from our sponsorship and advertising program that allows carriers to purchase advertising space for non-Medicare products on our website and potentially Medicare plan related advertising on separate websites that we develop, host and maintain.

In addition, in connection with our Medicare plan advertising program, we may engage in other activities, including marketing.

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Historically it has been a complex, time-consuming and paper-intensive process.

The complexity can make it difficult to make informed health insurance decisions.

In addition, the human errors that arise from traditional paper-intensive distribution have historically resulted in a high number of incomplete and inaccurate applications being submitted to health insurance carriers.

These incomplete and inaccurate paper applications often result in back-and-forth communications, delay and additional costs.

The Internet’s convenient, information-rich and interactive nature offers the opportunity to provide consumers with more organized up-to-date information, a broader choice of plans and a more efficient and accurate process than have typically been available from traditional health insurance distribution channels.

We believe that over time the Internet will become an increasingly important channel for researching and enrolling into health

insurance plans, similar to other consumer-focused industries such as travel, financial services and shopping.

Medicare is a federal program that provides persons sixty-five years of age and over, and some persons under the age of sixty-five who meet certain conditions, with hospital and medical insurance benefits.

The complexity and large number of plan options with a variety of coverage, provider networks, and out-of-pocket cost combinations can make it difficult to make informed health insurance decisions.

The Internet’s convenient, information-rich and interactive nature offers the opportunity to provide consumers with more organized and transparent information, a broader choice of plans and a more efficient and accurate process than have typically been available from traditional health insurance distribution channels.

We believe that the Internet is becoming an increasingly important channel for researching and enrolling into health insurance plans, similar to other consumer-focused industries such as travel, financial services and shopping.

Medicare is a federal program that provides persons sixty-five years of age and older, and some persons under the age of sixty-five who meet certain conditions, with hospital and medical insurance benefits.

Medicare beneficiaries choose between Medicare Fee-For-Service and Medicare Advantage plans.

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Individual, family and small business health insurance has historically been sold by independent insurance agents and, to a lesser degree, directly by insurance companies.

Many of these agents are self-employed or part of small agencies, and they typically service only their local communities.

Many of these agents are self-employed

or part of small agencies, and they typically service only their local communities.

In addition, many of these agents sell health insurance from a limited number of insurance carriers (in some cases only one), resulting in a reduced selection of plans for the consumer.

Our Growth Strategy

We believe that our consumer-centric omnichannel distribution model provides us competitive strengths in customer engagement and health insurance enrollment, and creates significant opportunities for growth in our core Medicare business and in other areas of the health insurance market.

Our Growth Strategies

We believe that our consumer-centric omnichannel distribution model provides us competitive strengths in customer engagement and health insurance distribution and creates opportunities for growth in our core Medicare business and in other areas of the health insurance market.

We intend to pursue the following strategies to further advance our business.

Pursue Deliberate Medicare Membership and Revenue Growth

We intend to pursue deliberate, targeted growth focusing on products, demand generation channels, fulfillment processes and market segments that best leverage our competitive differentiation and benefits of our omnichannel choice model.

This involves a near-term slowdown in our overall Medicare enrollment growth while continuing to invest for growth in target areas, including online enrollments, partnering with carriers on dedicated call center programs, and expanding strategic partnerships.

We are also making changes to variable cost management including a reduction in ineffective marketing expenses and a transition to a more targeted marketing spend allocation to channels and initiatives with the highest return on our investment.

Pursue Deliberate Enrollment and Revenue Growth

In 2022, we purposefully slowed down our enrollment volume and revenue growth as we worked to implement a number of transformation initiatives aimed at increasing the effectiveness of our sales and marketing organizations and rationalizing our cost structure.

In 2023, we expect to return to growth on an enhanced foundation with an emphasis on enrollment quality, member experience, and engagement.

We intend to pursue deliberate, targeted growth focusing on products, demand generation channels, fulfillment processes, and market segments that best leverage our competitive differentiation.

We believe that consumers are increasingly favoring choice and the ability to comparison shop to achieve optimal health insurance coverage.

In addition, seniors' adoption of the internet for research, social interaction and shopping is growing and has been accelerated by the global COVID-19 pandemic.

Our omnichannel choice model is well aligned with these evolving needs and preferences of our customers and can allow us to reach a large portion of the growing Medicare market through a thoughtful, targeted growth strategy.

Focus on the Enrollment Quality

Our goal is to take a leadership position by establishing our omnichannel distribution platform as the gold standard for customer experience within the industry.

We believe that broker performance will be increasingly evaluated by health insurance carriers based on customer satisfaction, retention and other quality metrics.

This trend could change the competitive landscape in our business and create significant competitive advantages for agents and brokers that successfully work with carriers on attaining quality goals.

Through continuing improvements to our online experience and plan recommendation engine, and enhancement to agent training, we strive to present Medicare beneficiaries with choices that best align with their eligibility status, lifestyle, health conditions and economic means with the goal of minimal disruption in existing provider relationships.

In addition, our online channel has been historically characterized by higher enrollment quality compared to telephonic enrollments which is expected to have a favorable impact as its contribution to total Medicare enrollments continues to expand.

We are continuously seeking additional ways to improve our customer experience, enhance our plan recommendations and reduce disenrollment.

In the third quarter of 2021, we introduced additional mandatory training for our agents, added a new customer care function to verify certain Medicare enrollments prior to submission to the carrier, and expanded other quality assurance efforts.

While we expect these initiatives will enhance the quality of our enrollments and strengthen our competitive differentiation in the industry, generally, the introduction of these efforts to date has resulted in lower conversion rates and longer average talk times for telephonic enrollments.

Improve Effectiveness of our Telesales Organization

Telesales is an important component of our growth strategy.

Our goal is to position our agents for success in providing an industry leading consumer experience while generating enrollments at sustainable unit economics including attractive conversion rates, acquisition costs, and plan persistence.

In 2021, we made an aggressive pivot in our telesales channel to a model driven predominantly by in-house sales agents who as a group tend to generate higher quality enrollments at better conversion rates compared to outsourced agents.

We also continue to invest in our call center technology and migrated to a cloud-based contact center in 2021.

This cloud-based contact center provides robust new capabilities to train agents, support them in their interactions with customers, and monitor their performance in real time.

To further enhance the effectiveness of our telesales operation, we are piloting regional segmentation for our agents to deepen their expertise in the plans they are offering.

We will also be pursuing ancillary product sales more aggressively to better leverage our call center resources outside of peak selling times for major Medicare products.

Extend Market Leadership Position in Online Enrollment

We view our consumer engagement platform as unique in the Medicare market and attractive to the growing number of Medicare beneficiaries who prefer to research, compare and purchase health insurance online or through a hybrid telephonic and online process with partial agent assistance.

We believe that over time the Internet will become an increasingly important channel for researching and enrolling into health insurance plans allowing us to capture a growing share of the Medicare distribution market.

We continuously look for ways to improve the user experience of our online tools.

In 2021, ahead of the annual enrollment period, we enhanced our online capabilities by launching an updated recommendation engine.

This engine is designed to improve the accuracy of personalized plan-matching.

It has machine-learning capabilities and leverages data from online customer interactions to provide recommendations, which we believe improves the online shopping experience and helps Medicare eligible consumers navigate increasingly broad and complex plan choices.

The percentage of members who submit applications for Medicare Advantage and Medicare Supplement products online, including fully unassisted and partially agent assisted online enrollments, has substantially increased from 27% in 2019 to 37% in 2020 to 47% in 2021.

The online unassisted

enrollments in particular substantially outpaced the overall enrollment growth on our platform and in the broader Medicare market.

The percentage of applications for all Medicare products submitted unassisted online was 21% in 2021 compared to 16% in 2020.

We are able to scale growth more rapidly through our online platform, which we expect will significantly reduce our investments in call center operations over time.

Our online enrollments are also characterized by favorable persistency, lifetime values and quality metrics compared to applications generated telephonically.

Accelerate Customer Affinity Strategy

We are committed to continue driving our business away from a transaction-centric focus and toward building lasting customer relationships.

A good foundation for this initiative was created in 2020 with the launch of our Customer Center platform and introduction of a retention team dedicated to the needs of existing members.

As customers begin to utilize their Medicare plans post-enrollment, we proactively engage with them in order to maintain communication into the life of the plan.

This is core to our customer affinity strategy.

This engagement is achieved through a combination of agent and technology-driven initiatives.

Our goal is to not only drive higher retention rates for our existing Medicare members but also increase the contribution from repeat customers to our new enrollments.

We believe that increased consumer engagement and customer retention will have a positive impact on our revenue as well as lower our marketing and customer care and enrollment costs.

Create New Revenue Streams and Support Growth of Ancillary and Individual and Family Plan Products

Our omnichannel choice model that supports telephonic, online-unassisted and online-assisted interactions with eHealth is well aligned with the evolving needs and preferences of our customers and allows us to reach a large portion of the Medicare and broader health insurance markets.

Continue To Build Out Our Unified Omnichannel Marketing Engine

In 2022, we improved our lead quality and lowered our acquisition costs by narrowing down our marketing channels and campaigns to eliminate those initiatives that did not satisfy our criteria for return on investment.

As we return to enrollment growth, we expect to start expanding and diversifying our channel mix though a disciplined, test-based approach to lead generation.

We plan to increase audience segmentation and targeting in our marketing activities, in recognition of the diverse nature of our end markets.

For example, customers who are just aging into Medicare and looking for their first plan will respond to marketing materials and interact with our platform differently from those who are familiar with the program and are looking to switch from an existing plan to a new one.

We believe a more tailored approach geared to specific needs of an audience will lead to further improvement in lead quality and enhance customer engagement.

We also plan to align our marketing engine more closely with the new structure of our telesales organization by emphasizing local-market and product-specific campaigns.

We also plan to place a greater emphasis on building a distinct eHealth brand and achieving lasting awareness among our current and potential customers of our differentiated value proposition as a trusted, transparent advisor in a complex health insurance industry.

We plan to communicate this value proposition throughout the customer journey, starting with a consistent message across all of our marketing channels, during customer interaction with our omnichannel platform as they research and shop for plans, and extending to post-enrollment member engagement activities.

Focus on Enrollment Quality and Member Retention

Our goal is to build a leadership position in our industry by establishing our omnichannel distribution platform as the gold standard for customer experience.

We believe that success and sustainability of Medicare brokers is increasingly determined by customer satisfaction, retention, and other quality tracking metrics.

This trend is redefining the competitive landscape in our business and has created significant competitive advantages for agents and brokers that emphasize member experience and collaborate with carriers on attaining quality goals.

Through continued improvements to our online experience and plan recommendation engine, enhancement to agent training, and comprehensive post-enrollment retention strategy, we strive to present Medicare beneficiaries with choices that best align with their unique circumstances and assist them in making future decisions should their insurance plan needs or personal circumstances change.

As a next phase of our retention strategy, we have introduced additional initiatives including targeted and personalized communications over a variety of channels meant to foster year-round awareness of eHealth and the services we provide.

We also plan to introduce a more personalized customer support strategy for our new customers, providing them with increasingly seamless methods to reach dedicated support agents with any questions or concerns.

Drive Higher Conversions on our Platform

We plan to continue improving consumer experience and conversion rates across our entire omnichannel platform, regardless of how a customer first interacts with eHealth or how the final enrollment is made.

This includes increasing the effectiveness of our telesales organization through a redesigned hiring, training, and career pathing program.

We are also expanding the percentage of our agents who specialize in specific geographies and/or products, which has demonstrated a positive impact on the depth of their expertise and effectiveness in serving our customers.

The changes to our demand generation strategy are also expected to contribute to higher conversion rates through better lead quality.

On the technology side, we plan to further enhance customers’ shopping and enrollment experience on our platform through multiple touchpoints.

This includes advanced plan recommendation tools, online educational content, real-time customer data verification, and new platform features aimed at bridging online and offline experience, such as online chat and agent co-browsing.

Our goal is to allow customers to interact with us on their terms, moving seamlessly between our website, call center, and electronic communications with licensed agents, and to provide them with personalized and consistent end-to-end experiences across mobile and website throughout critical customer journeys.

Diversify Our Revenue Streams

We intend to leverage our technology leadership, carrier relationships and distribution capabilities to pursue the diversification of our core business and revenue base.

This will include offering ancillary products to our current customer demographics such as Medicare recipients and accessing adjacent markets within the broader health insurance industry.

We also plan to enhance our presence in the individual and family plan health insurance market that has recently been positively impacted by favorable regulatory landscape including the increased affordability of individual and family plans through premium subsidy expansion.

This will include investing for growth in existing product lines outside of the core Medicare Advantage business, as well as adding new products and services and accessing adjacent markets within the broader health insurance industry.

Within our existing product lines, we expect to generate enrollment growth and scale through targeted investments in our individual & family plans business, Medicare Supplement, dental, vision, and hearing plans, hospital indemnity plans, and related ancillary products that can be offered to our current customer demographics.

Further, we see opportunities to diversify our revenue streams by offering member engagement services, such as health risk assessments and supplementing our core broker-of-record business with dedicated carrier arrangements and business process outsourcing deals that leverage our call center capabilities to help field inbound call volumes for specific carriers.

Carrier Relationships

We have developed strategic relationships with leading health insurance carriers in the United States, enabling us to offer thousands of health insurance plans online.

We have relationships with a large number of Medicare-related, individual and family, small business and ancillary health insurance plan carriers, including large national carriers and well-established regional carriers.

Many of these major carriers have been selling their products through us for over ten years.

In many cases, we have back-office integration with major carriers allowing us to submit applications efficiently and cost-effectively, which is an area of competitive differentiation for our business.

We typically enter into contractual agency relationships with health insurance carriers that are non-exclusive and terminable on short notice by either party for any reason.

Our Platforms and Technology

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Our ecommerce platforms organize and present voluminous and complex health insurance information in an objective format that empowers individuals, families and small businesses to research, analyze, compare and purchase a wide variety of health insurance plans.

We have a technology and content team that is responsible for ongoing enhancements to the features and functionality of our ecommerce platforms, which we believe are critical to maintaining our technology leadership position in the industry.

A large number of our technology and content employees are located in our subsidiary in Xiamen, China.

There are many risks associated with having an operation and doing business in China.

Information regarding risks involving our operations in China is included in Part I, Item 1A, Risk Factors , of this Annual Report on Form 10-K.

Elements of our platforms include:

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After entering relevant information on our website or giving such information to one of our licensed agents, our platforms allow consumers to instantly receive a list of applicable health insurance plans and rate and benefit information in an easy-to-understand format.

Our proprietary recommendation

algorithms are carrier-agnostic and were designed based on the several million customer assistance encounters we have facilitated.

Our proprietary recommendation algorithms are carrier-agnostic and were designed based on the several million customer assistance encounters we have facilitated.

Online Application and Enrollment Forms .

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This reduces delay resulting from application rework, a significant problem with traditional health insurance distribution, where incomplete applications are mailed back and forth between the consumer, the traditional agent, and the carrier.

We further simplify the enrollment process by accepting electronic signature.

We further simplify the enrollment process by accepting electronic signatures.

Customer and Carrier Data Interchange.

Our digital data interface technology integrates our online application process with health insurance carriers’ technology systems, enabling us to deliver our consumers’ applications to health insurance carriers electronically.

Our digital interface technology also expedites the loading of insurance product inventory in to our various shopping experiences and accelerates the application process by eliminating manual delivery.

Our digital interface technology also expedites the loading of insurance product inventory into our various shopping experiences and accelerates the application process by eliminating manual delivery.

We also receive alerts and data from carriers, such as notification of approval or a request from a carrier for a consumer’s medical records for underwriting purposes, which we then relay electronically to the consumer.

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The following are important benefits of our Customer Center:

• Empowers Medicare beneficiaries to take control of their personal information - Our Customer Center will put our members in the driver's seat by helping them track and update the information they will need when it is time to reconsider their coverage options.

• Empowers Medicare beneficiaries to take control of their personal information - Our Customer Center puts our members in the driver's seat by helping them track and update the information they need when it is time to reconsider their coverage options.

• Identification of Medicare plan options - With their personal information easily accessible online and to our agents, it is easier for shoppers to find the best plan options for their personal needs and budget and also incentivizes them to return to us when their needs change.

• Drives retention through communication - Our Customer Center allows beneficiaries to track the status of their applications over time and connects them with us if they have questions.

Carrier Relationships

We have developed strategic relationships with leading health insurance carriers in the United States, enabling us to offer thousands of health insurance plans online.

Many of these major carriers have been selling their products through us for over ten years.

We typically enter into contractual agency relationships with health insurance carriers that are non-exclusive and terminable on short notice by either party for any reason.

Information Security

Information security is an integral part of our business.

We emphasize that information security is “everyone’s responsibility.” We are committed to maintaining information security through responsible management, appropriate use, and protection according to relevant legal and regulatory requirements and our contractual relationships.

We maintain an office of the chief information security officer ("CISO") focused on information and systems technology and corporate governance to drive a common security framework practice.

The office of the CISO concentrates on technology, behaviors, and safeguarding information from unauthorized or inappropriate access, use, or disclosure.

The audit committee of our board of directors oversees information and cybersecurity risks and reviews status with our CISO periodically.

We utilize various industry-recognized information security frameworks, including SOC-2, National Institute of Standards and Technology, Payment Card Industry Data Security Standard, Center for Internet Security ("CIS") Controls, and CIS Benchmarks.

Intellectual Property

We rely on a combination of patent, trademark, copyright and trade secret laws in the United States and other jurisdictions, as well as confidentiality procedures and contractual provisions, to protect our proprietary technology and our brand.

We also have filed patent applications that relate to certain of our technology and business processes.

We focus on building brand awareness, increasing Medicare, individual, family and small business customer visits to our websites and telephonic sales centers, and converting these visitors into members.

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Our direct marketing channel consists of consumers who call our call centers directly or access our websites (e.g., e Health.com, eHealthInsurance.com, eHealthMedicare.com, and GoMedigap.com ) either directly or through algorithmic search listings on Internet search engines and directories.

Our direct marketing programs include direct mail, email marketing, search engine optimization, television/video (including linear, connect television devices, and over the top media), radio/audio, and print advertising.

Our direct marketing programs include direct mail, email marketing, search engine optimization, and television/video (including linear, connect television devices, and over the top media).

Online Advertising.

Our online advertising channel consists of consumers who access our website or call centers through paid keyword search advertising from search engines such as Google, Bing and Yahoo!, paid social platforms like Facebook, as well as various Internet marketing programs such as display advertising and retargeting campaigns.

Our online advertising channel consists of consumers who access our website or call centers through paid keyword search advertising from search engines such as Google and Bing, paid social platforms like Facebook, as well as various Internet marketing programs such as display advertising and retargeting campaigns.

Our online advertising programs are delivered across all Internet-enabled devices, including desktop computers, tablet computers and smart phones.

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financial and online services partners in industries such as banking, insurance and mortgage;

and off-line lead generators who specialize in traditional direct marketing channels, such as direct mail and television advertising.

and off-line lead generators who specialize in traditional direct marketing channels, such as direct mail.

Strategic Partner Marketing.

Our strategic partner marketing channel consists of co-branded direct marketing with brands to serve their constituencies across key industry vertical categories.

We also offer a suite of product integrations to assist in optimizing partner traffic through our online and telephonic flows.

This in turn drives value for our strategic partner by helping fill a need of their client.

Technology and Content

We have a technology and content team that is responsible for ongoing enhancements to the features and functionality of our ecommerce platform, which we believe are critical to maintaining our technology leadership position in the industry.

A large number of our technology and content employees are located in our subsidiary in Xiamen, China.

There are many risks associated with having an operation and doing business in China.

Information regarding risks involving our operations in China is included in Part I, Item 1A, Risk Factors , of this Annual Report on Form 10-K.

Government Regulation and Compliance

We distribute health insurance plans in all 50 states and in the District of Columbia.

The health insurance industry is heavily regulated.

Each of these jurisdictions has its own rules and regulations relating to the offer and sale of health insurance plans, typically administered by a department of insurance.

State insurance departments have administrative powers relating to, among other things:

regulating premium prices;

granting and revoking licenses to transact insurance business;

approving individuals and entities to which, and circumstances under which, commissions can be paid;

regulating advertising, marketing and trade practices;

monitoring broker and agent conduct;

and imposing continuing education requirements.

We are required to maintain valid life and/or health agency and/or agent licenses in each jurisdiction in which we transact health insurance business.

In addition to state regulations, we also are subject to federal laws, regulations and guidelines issued by CMS that place a number of requirements on health insurance carriers and agents and brokers in connection with the marketing and sale of Medicare Advantage and Medicare Part D prescription drug plans.

We are subject to similar requirements of state insurance departments with respect to our marketing and sale of Medicare Supplement plans.

Medicare plans are not generally able to be purchased outside of an annual enrollment period that occurs in the fourth quarter of the year, subject to exception for individuals aging into Medicare eligibility and for individuals who qualify for a special enrollment period as a result of certain qualifying events.

In addition, Medicare Advantage plan enrollees may enroll in another Medicare Advantage plan or disenroll from their Medicare Advantage plan and return to original Medicare during the Medicare Advantage open enrollment period that occurs in the first quarter of the year.

CMS and state insurance department regulations and guidelines include a number of prohibitions regarding the ability to contact Medicare-eligible individuals and place many restrictions on the marketing of Medicare-related plans.

For example, our health insurance carrier partners are required to file with CMS and state departments of insurance certain of our websites, our call center scripts and other marketing materials we use to market Medicare-related plans.

In some instances, CMS or state departments of insurance must approve the material before we use it.

In addition, the laws and regulations applicable to the marketing and sale of Medicare-related plans are ambiguous, complex and, particularly with respect to regulations and guidance issued by CMS for Medicare Advantage and Medicare Part D prescription drug plans, change frequently.

In March 2010, the Affordable Care Act and related amendments in the Health Care and Education Reconciliation Act were signed into law.

The Affordable Care Act has primarily impacted our business of selling individual, family, and small business insurance plans.

Among several other provisions, these laws and the regulations implementing them included a mandate requiring individuals to maintain health insurance or face tax penalties, which was repealed effective in 2019;

a mandate that certain employers offer and contribute to their employees’ group health insurance coverage or face tax penalties if they do not do so;

prohibitions against insurance companies using pre-existing health conditions as a reason to deny an application for health insurance;

requirements for minimum individual and small business health insurance benefit levels, including prohibitions on lifetime coverage limits and limitations on annual coverage limits;

medical loss ratio requirements that require each health insurance carrier to spend a certain percentage of their premium revenue on reimbursement for clinical services and activities that improve health care quality;

establishment of state and/or federal health insurance

exchanges to facilitate access to, and the purchase of, health insurance;

Medicaid expansion so that a greater number of individuals will be insured under Medicaid programs;

and subsidies and cost-sharing credits to make health insurance more affordable for those below certain income levels.

The Affordable Care Act also established annual open enrollment periods for the purchase of individual and family health insurance.

Individuals and families generally are not able to purchase individual and family health insurance outside of the annual enrollment periods, unless they qualify for a special enrollment period as a result of certain qualifying events, such as losing employer-sponsored health insurance or moving to another state.

Moreover, in order to be eligible for a subsidy, qualified individuals must purchase subsidy-qualifying health plans, known as qualified health plans, through a government-run health insurance exchange during the open enrollment period or a special enrollment period.

While they are not required to do so, government-run exchanges are permitted to allow agents and brokers to enroll individuals and families into qualified health plans through them.

The Federally Facilitated Marketplace, or FFM, run by CMS operated some part of the health insurance exchange in 33 states during the last health care open enrollment period.

Our enrollment of individuals and families into qualified health plans to date has generally occurred through the FFM.

We are subject to various federal and state privacy and security laws, regulations and requirements.

These laws govern our collection, use, disclosure, protection and maintenance of the individually-identifiable information that we collect from consumers.

For example, we are subject to the Health Insurance Portability and Accountability Act, or HIPAA.

HIPAA and regulations adopted pursuant to HIPPA require us to maintain the privacy of individually-identifiable health information that we collect on behalf of health insurance carriers, implement measures to safeguard such information and provide notification in the event of a breach in the privacy or confidentiality of such information.

In addition, we have entered into contracts with health insurance carriers and others regarding the collection, maintenance, protection, use, transmission, disclosure or disposal of sensitive personal information.

The use and disclosure of certain data that we collect from consumers is also regulated in some instances by other federal laws, including the Gramm-Leach-Bliley Act, or GLBA, and state statutes implementing GLBA, which generally require brokers to provide customers with notice regarding how their non-public personal health and financial information is used and the opportunity to “opt out” of certain disclosures before sharing such information with a third party, and which generally require safeguards for the protection of personal information.

We regularly assess our compliance with privacy and security requirements.

These requirements are evolving, and states are beginning to adopt additional requirements, such as the California Consumer Privacy Act, which went into effect January 1, 2020, which establishes, among other things, new privacy rights for California residents such as the right to know what personal information has been collected about them, how we use and disclose this information and the right to request deletion of that information.

In addition to government action, health insurance carrier expectations relating to privacy and security protections are increasing and evolving.

We have incurred significant costs to develop new processes and procedures and to adopt new technology in an effort to comply with privacy and security laws and regulations and carrier expectations and to protect against cyber security risks and security breaches.

We expect to continue to do so in the future.

Violations of federal and state privacy and security laws and other contractual requirements may result in significant liability and expense, damage to our reputation or termination of relationship with government-run health insurance exchanges and our members, marketing partners and health insurance carriers .

Intellectual Property

We rely on a combination of trademark, copyright and trade secret laws in the United States and other jurisdictions, as well as confidentiality procedures and contractual provisions, to protect our proprietary technology and our brand.

We also have filed patent applications that relate to certain of our technology and business processes.

We also offer a suite of product integrations to assist in optimizing partner traffic through our online and telephonic flows and provide business process outsourcing that leverages our call center capabilities to help field inbound call volumes for specific carriers.

This in turn drives value for our strategic partner by helping fill a need of their clients.

The market for selling health insurance plans is highly competitive.

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Our current competitors include the tens of thousands of local insurance agents across the United States who sell health insurance plans in their communities.

A number of these agents operate websites and provide an online shopping experience for consumers interested in purchasing health insurance.

A number of these agents operate websites and provide a limited online shopping experience for consumers interested in purchasing health insurance.

In addition, there are a number of direct-to-consumer Medicare platforms that generate demand through a combination of online and traditional marketing channels and fulfill it through their call center operations.

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The majority of our commission revenue is recognized in the fourth quarter of each calendar year under Accounting Standards Codification, Revenue from Contracts with Customers ("ASC 606"), which we adopted using the full retrospective transition method on January 1, 2018.

We have historically sold a significant portion of Medicare plans for the year in the fourth quarter during the Medicare annual enrollment period, when Medicare-eligible individuals are permitted to change their Medicare Advantage and Medicare Part D prescription drug coverage for the following year.

We have historically sold a significant portion of

Medicare plans for the year in the fourth quarter during the Medicare annual enrollment period, when Medicare-eligible individuals are permitted to change their Medicare Advantage and Medicare Part D prescription drug coverage for the following year.

During 2022, 2021, and 2020, 45%, 49%, and 57%, respectively, of our Medicare plan-related applications were submitted during the fourth quarter.

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The Medicare Advantage open enrollment period is scheduled to occur between January 1 and March 31 of each year.

As a result, we

expect to generate higher commission revenue in the first quarter compared to the second and third quarters.

As a result, we expect to generate higher commission revenue in the first quarter compared to the second and third quarters.

The annual open enrollment period for individual and family health insurance also takes place in the fourth quarter of the calendar year, resulting in seasonality of individual and family plan submitted applications volume.

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During 2021, we shifted the mix of our telesales capacity towards full-time internal agents and away from third party vendor agents and began increasing our telesales capacity earlier in the year, during the second quarter.

In October 2021, we entered the Medicare annual enrollment period with internal agents comprising over 95% of our total agents, the largest number of full-time employed agents in our history and compared to approximately 50% at the same time in 2020.

In 2022, we maintained our strategy of keeping the majority of our agent force internal.

We plan to maintain our in-house telesales agent force year-round, net of natural attrition, and expect to increase our internal agents' utilization outside of the enrollment periods by expanding our offerings of ancillary products and carrier call center outsourcing programs and increasing our outbound calling efforts.

Our customer care and enrollment expenses will still be highest in the fourth quarter and lowest in second quarter but the seasonal fluctuation is expected to be of a lower magnitude.

Environmental, Social and Corporate Governance ("ESG")

Starting in 2021, we published our inaugural Sustainability Report, which marked the beginning of our ESG journey as we made a company-wide commitment to a stronger focus on our long-term ESG opportunities and risks while also embedding them into our corporate strategy.

Our report and future strategy are informed by an internal materiality assessment, and relevant topics identified through third-party reporting frameworks including Sustainability Accounting Standards Board, Global Reporting Initiative, and the United Nations Sustainable Development Goals.

We are dedicated to making a difference in the lives of consumers, for our associates, partners and shareholders, and society.

Current Economic Conditions

Recent macroeconomic events including rising inflation, the U.S.

Federal Reserve raising interest rates, and supply chain disruptions have led to further economic uncertainty.

Volatile market conditions related to the COVID-19 pandemic and other macroeconomic events have, at times, and may in the future negatively impact our results of operations and cash flows.

Conversely, we believe the COVID-19 pandemic had an impact on consumer behavior when it comes to selecting and utilizing health insurance.

We believe that more seniors have become more likely to shop for Medicare products online or over the phone versus a face-to-face meeting with a traditional broker, which could have a positive impact on comparison Medicare platforms such as ours.

Additionally, we have seen and may continue to see cost savings from the shift to remote and distributed work for all of our employees in areas including events, travel, utilities, and other benefits.

Certain of these cost

savings may continue beyond the resolution of the COVID-19 pandemic in connection with our remote first workplace model, as described below.

Government Regulation and Compliance

Insurance and Healthcare Regulations.

The Patient Protection and Affordable Care Act, as amended by the Health Care and Education Reconciliation Act which became law in March 2010 (collectively, the "Affordable Care Act"), have primarily impacted our business of selling individual, family and small business insurance plans.

The Affordable Care Act, among other things, established annual open enrollment periods for the purchase of individual and family health insurance.

While they are not required to do so, government-run exchanges are permitted to allow agents and brokers to enroll individuals and families into qualified health plans through them.

The Federally Facilitated Marketplace ("FFM") run by CMS operated some part of the health insurance exchange in 33 states during the last health care open enrollment period.

Our enrollment of individuals and families into qualified health plans to date has generally occurred through the FFM.

We currently distribute health insurance plans in all 50 states and in the District of Columbia.

The health insurance industry is heavily regulated.

Each of these jurisdictions has its own rules and regulations relating to the offer and sale of health insurance plans, typically administered by a department of insurance.

State insurance departments have administrative powers relating to, among other things:

regulating premium prices;

granting and revoking licenses to transact insurance business;

approving individuals and entities to which, and circumstances under which, commissions can be paid;

regulating advertising, marketing and trade practices;

monitoring broker and agent conduct;

and imposing continuing education requirements.

We are required to maintain valid life and/or health agency and/or agent licenses in each jurisdiction in which we transact health insurance business.

We are subject to similar requirements of state insurance departments with respect to our marketing and sale of Medicare Supplement plans.

For example, we or our health insurance carrier partners are required to file with CMS and state departments of insurance certain of our websites, our call center scripts and other marketing materials we, or in some cases our partners, use to market Medicare-related plans and require publication or additional notice and disclaimers.

In some instances, CMS or state departments of insurance must approve the material before we use it.

Data Privacy and Security Regulations.

We are subject to various federal and state privacy and security laws, regulations and requirements.

These laws govern our collection, use, disclosure, protection and maintenance of the individually-identifiable information that we collect from consumers.

For example, we are subject to the Health Insurance Portability and Accountability Act ("HIPAA").

HIPAA and regulations adopted pursuant to HIPAA require us to maintain the privacy of individually-identifiable health information that we collect on behalf of health insurance carriers, implement measures to safeguard such information and provide notification in the event of a breach in the privacy or confidentiality of such information.

In addition to our obligations we may have under contracts with health insurance carriers and others regarding the collection, maintenance, protection, use, transmission, disclosure or

disposal of sensitive personal information, the use and disclosure of certain data that we collect from consumers is also regulated in some instances by other federal laws, including the Gramm-Leach-Bliley Act ("GLBA") and state statutes implementing GLBA.

GLBA generally requires brokers to provide customers with notice regarding how their non-public personal health and financial information is used and the opportunity to “opt out” of certain disclosures before sharing such information with a third party, and which generally require safeguards for the protection of personal information.

We regularly assess our compliance with privacy and security requirements.

These requirements are evolving, and states are beginning to adopt additional requirements, such as the California Consumer Privacy Act, effective January 1, 2020, the California Privacy Rights Act, effective January 1, 2023, the Virginia Consumer Data Protection Act, effective January 1, 2023, the Colorado Privacy Act, effective July 1, 2023, the Utah Consumer Privacy Act, effective December 31, 2023, and the Connecticut Data Privacy Act, effective July 1, 2023.

Such state privacy laws establish, among other things, new privacy rights for residents of the relevant state, such as the right to know what personal information has been collected about them, how we use and disclose this information, and the right to request deletion of that information.

In addition to government action, health insurance carrier expectations relating to privacy and security protections are increasing and evolving.

We expect to continue to do so in the future.

Violations of federal and state privacy and security laws and other contractual requirements may result in significant liability and expense, damage to our reputation or termination of relationships with government-run health insurance exchanges and our members, marketing partners and health insurance carriers .

Human Capital Resources

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We also offer manager level employees access to a robust manager development program as well as additional free online career enrichment courses through LinkedIn Learning that span various disciplines.

During 2020, we implemented an employee stock purchase plan for our U.S.

In 2020, we implemented an employee stock purchase program for our U.S.

employees which enables them to purchase shares of our common stock at a discount from market prices and participate in equity ownership of us.

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United States China

Male 1,015 102

Female 646 144

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Our board membership includes three women, one director who is a member of the LGBTQ+ community, and one director who is of Hispanic and Asian heritage.

In 2021, the Strategy Committee of our board took on the responsibilities related to overseeing ESG-related matters.

Responsible Business and Information Security

Information security is an integral part of our business.

We maintain an office of the chief information security officer, or CISO focused on information and systems technology and corporate governance to drive a common security framework practice.

The office of the CISO concentrates on technology, behaviors, and safeguarding information from unauthorized or inappropriate access, use, or disclosure.

The audit committee of our board of directors oversees information and cybersecurity risks and reviews status with our CISO periodically.

We utilize various industry-recognized information security frameworks, including SOC-2, National Institute of Standards and Technology (NIST), Payment Card Industry Data Security Standard (PCI), CIS Controls, and CIS Benchmarks.

Environmental, Social and Corporate Governance ("ESG")

In 2022 we published our 2 nd Sustainability Report.

We are dedicated to making a difference in the lives of consumers, for our associates, partners and shareholders, and society.

Climate Change

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Therefore, we consider climate-related risks when assessing our larger enterprise-level risks.

We support science-based climate policies and decarbonization actions in alignment with the Paris Agreement and the Intergovernmental Panel on

Climate Change ("IPCC").

We support science-based climate policies and decarbonization actions in alignment with the Paris Agreement and the Intergovernmental Panel on Climate Change.

We intend to align with the recommendations of the Financial Stability Board's Task Force on Climate-Related Financial Disclosures ("TCFD") and plan to expand our climate disclosures in the coming year using the TCFD framework.

We voluntarily offset our 2020 greenhouse gas emissions using renewable energy certificates to reduce our impact and help increase the demand for renewable energy.

We also consider how we can build upon our business model to reduce environmental impacts, such as those associated with the use of paper for processing insurance applications.

Through the use of our online platforms, we have transformed a paper intensive health insurance application process into an easy to use digital experience.

As we continue to grow, we plan to select and design our offices in a manner that promotes the health, well-being, and productivity of our workforce and consider the environmental impacts of our facilities.

For example, our Santa Clara office is located in a high performance building and adheres to a number of sustainability requirements under local and California state guidance.

We voluntarily offset our 2020 and 2021 greenhouse gas emissions using renewable energy certificates to reduce our impact and help increase the demand for renewable energy.

We also plan to offset our 2022 greenhouse gas emissions.

Additionally, we also consider how we can build upon our business model to reduce environmental impacts, such as those associated with the use of paper for processing insurance applications.

Through the use of our online platforms, we have transformed a paper intensive health insurance application process into an easy-to-use digital

Our transition to being a remote first company in 2022 has significantly reduced our real estate footprint.

For the office space we do use, we plan to select and design our offices in a manner that promotes the health, well-being, and productivity of our workforce and plan to consider the environmental impacts of our facilities.

We have extended our data tracking mechanisms to better understand our organizational footprint and to identify ways to further mitigate our impact on the environment, including increasing the automation of our procurement activities.

Corporate Information

We were incorporated in Delaware in November 1997.

Our principal executive offices are located at 2625 Augustine Drive, Suite 150, Santa Clara, CA 95054, and our telephone number is (650) 210-3150.

Available Information

The SEC also maintains an Internet website ( www.sec.gov ) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC.

The information that can be accessed on or through our websites is not part of this Annual Report on Form 10-K.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business