February 26, 2021
VIA EDGAR
U.S. Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549
| Re: | Oscar Health, Inc. |
Registration Statement on Form S-1
Registration No. 333-252809
Acceleration Request
Requested Date: March 2, 2021
Requested Time: 4:00 PM, Eastern Time
Ladies and Gentlemen:
In accordance with Rule 461 under the Securities Act of 1933, as amended (the “Act”), Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC, as representatives of the several underwriters, hereby join Oscar Health, Inc. in requesting that the Securities and Exchange Commission (the “Commission”) take appropriate action to cause the Registration Statement on Form S-1 (File No. 333-252809) (the “Registration Statement”) to become effective on March 2, 2021, at 4:00 PM, Eastern Time, or as soon as practicable thereafter.
Pursuant to Rule 460 under the Act, please be advised that we will take reasonable steps to secure adequate distribution of the preliminary prospectus, to underwriters, dealers, institutions and others, prior to the requested effective time of the Registration Statement.
We have been informed by the participating underwriters that they will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended, to the extent applicable.
[Signature Page Follows]
| Very truly yours, |
| Goldman Sachs & Co. LLC |
| By: /s/ Rebecca Steinthal |
| Name: Rebecca Steinthal |
| Title: Managing Director |
| Morgan Stanley & Co. LLC |
| By: /s/ Ashley MacNeil |
| Name: Ashley MacNeil |
| Title: Managing Director |
| cc: | Bruce L. Gottlieb, Oscar Health, Inc. |
Harold Greenberg, Oscar Health, Inc.
Joseph C. Theis, Jr., Goodwin Procter LLP
Paul R. Rosie, Goodwin Procter LLP
Keith L. Halverstam, Latham & Watkins LLP
Peter N. Handrinos, Latham & Watkins LLP
[Signature Page to Acceleration Request]
