Fifth Amendment to

The Master Services Agreement

Between Elevance Health and American Well Corporation

This Fifth Amendment (“Amendment”) dated and effective as of January 01, 2026 (“Amendment Effective Date”) is by and between Elevance Health, Inc., on behalf of itself and its Affiliates (“Elevance Health”) and American Well Corporation (“Supplier”) and amends that certain Master Services Agreement between the parties dated January 01, 2023 (the “Agreement”).

RECITALS

WHEREAS, the Parties desire to amend the Master Services Agreement to update the Contract Term, Medicaid Exhibits, Required Information Security Controls (RISC) Exhibit, and add a provision pertaining to Artificial Intelligence (AI).

AGREEMENT

NOW, THEREFORE, in consideration of the mutual promises and undertakings described in this Amendment, the parties, intending to be legally bound, hereby agree to amend the Agreement as follows:

IN WITNESS WHEREOF, the parties have caused this Amendment to be duly executed as of the Amendment Effective Date indicated above.

ATTACHMENT 1

TERM; TERMINATION.

7.1 Agreement. The term of this Agreement shall begin on January 1, 2026 and shall end January 1, 2029 unless earlier terminated in accordance with this Agreement (the “Initial Term”). Upon expiration of the Initial Term, this Agreement will automatically renew for successive one (1) year terms (each an “Extension Term”, and collectively, the “Term”), unless either party provides the other with notice of its intent to terminate pursuant to Section 7.4, provided however, that upon expiration, any SOW(s) then in effect that have specified a term longer than the Term stated above shall continue to be subject to the terms and conditions contained in this Agreement.

7.2 Termination for Supplier’s Breach. Elevance Health, in its sole discretion, may suspend or terminate the entire Agreement or any one or all Statements of Work (i) immediately upon a Security Incident, if Supplier is in breach of Sections 9 (Security), 10 (Confidentiality), or (ii) upon thirty (30) days written notice and opportunity to cure in the event of a material breach by Supplier if Supplier has not remedied such breach within thirty (30) days of its receipt of written Notice from Elevance Health of such breach. Should Supplier again materially breach the Agreement in substantially the same manner as a prior material breach by Supplier within one (1) year of such prior material breach, Elevance Health may terminate any or all Statements of Work or this entire Agreement upon no less than ten (10) business days written notice.

7.3 Termination for Elevance Health’s Breach. Subject to the following sentence, Supplier may terminate a SOW upon written notice in the event of a material breach of such SOW by Elevance Health or an Elevance Health Affiliate if Elevance Health or an Elevance Health Affiliate has not remedied such breach within thirty (30) days of its receipt of written notice from Supplier of such breach. Prior to issuing any notice of termination and within the thirty day cure period, Supplier shall escalate the matter to Elevance Health executives pursuant to the informal dispute resolution procedures set forth in Section 16 (Dispute Resolution).

7.4 Termination for Convenience. Elevance Health may terminate this Agreement or any one or all Statements of Work issued hereunder, in whole or in part, for any or no reason upon three hundred sixty-five (365) days’ advance written notice to Supplier.

7.5 Termination Due to Insolvency. Either Party may terminate this Agreement or any SOW immediately upon the occurrence of any of the following events with respect to the other Party: (a) the other Party becomes insolvent, generally unable to pay its debts as they become due, or makes an assignment for the benefit of its creditors or seeks relief under any bankruptcy, insolvency or debtor’s relief law; (b) if proceedings are commenced against the other Party under any bankruptcy, insolvency or debtor’s relief law, and such proceedings have not been vacated or set aside within sixty (60) days from the date of commencement thereof; (c) a receiver is appointed for the other Party or its material assets; or (d) if the other Party is liquidated, dissolved or ceases operations.

7.6 Termination Upon Change of Control of Supplier Involving Elevance Health Competitor. If a change in Control of Supplier occurs, such that Supplier is controlled by an Elevance Health Competitor, then Elevance Health may at its option, terminate this Agreement or any SOW, in whole or in part, by giving Supplier at least thirty (30) days’ prior written notice and designating a date upon which such termination will be effective. Any such notice must be given within six (6) months of Supplier’s provision of written notice to Elevance Health of such change in Control. For this purpose, “Control” and its derivatives means the legal, beneficial or equitable ownership, directly or indirectly, of at least fifty percent (50%) of the aggregate of all voting equity interests in an entity or equity interests having the right to at least fifty percent (50%) of the profits of Supplier or, in the event of dissolution, to at least fifty percent (50%) of the assets of an entity and, if Supplier is a partnership, also includes the holding by an entity of the position of sole general partner in Supplier.

7.7 Effect of Termination or Expiration. In the event that Elevance Health terminates a SOW pursuant to the terms contained in such SOW, Elevance Health may, in its sole discretion, simultaneously terminate other Statements of Work materially and adversely affected by such termination or expiration. Notwithstanding the foregoing, the termination of a particular SOW, or portion of a SOW, shall not result in the termination of the Agreement unless such termination explicitly provides for termination of the entire Agreement between the Parties. However, termination of the Agreement shall serve to terminate all Statements of Work unless such notice of termination specifies otherwise. All sections identified as surviving the termination of a SOW, as well as Sections 3.5 (Record Retention), 4 (Services), 8 (Intellectual Property Ownership), 9 (Security), 10 (Confidentiality), 13 (Indemnification), 14 (Limitation of Liability) and 16 (Dispute Resolution) inclusive, shall survive the expiration or termination of the Agreement. In the event of termination for any reason of any SOW, Elevance Health shall pay Supplier any undisputed Fees and/or expenses owed in accordance with such SOW up to the effective date of termination. If the Agreement includes Deliverables, Supplier shall promptly deliver such Deliverables, in whatever stage of completion, to Elevance Health. The return or destruction of Confidential Information upon termination is addressed in Section 10.5 of the original MSA.

7.8 Continuity of Care. If Online Care Group, PC (including its affiliates, “Amwell Medical Group”) is required either by applicable law or by contract with Elevance Health or its Affiliate(s) to continue delivery of care to Elevance Health members for any period after the date of termination of this Agreement or any applicable SOW (the “Continuity of Care Period”), then notwithstanding the termination date or anything to the contrary, Elevance Health will be deemed to have invoked Section 4.11 (Transition Assistance) of the Agreement and the terms of such SOW and this Agreement will continue in effect during the Continuity of Care Period. During any such Continuity of Care Period, Supplier shall continue performing the Services under such SOW and the Agreement, as applicable, and Elevance Health shall continue to pay Supplier the fees for the Services at the existing SOW rate until the Continuity of Care Period expires.

EXHIBIT “E”

STATE MEDICAID ATTACHMENTS

[**]

Section 18 Artificial Intelligence

Artificial Intelligence: The Parties agree to work in good faith to negotiate and finalize mutually acceptable terms governing Vendor’s use of AI Technologies in delivering the Services and Deliverables under this Agreement. Vendor and Elevance Health will use reasonable efforts to amend this Agreement to include such AI Technology-related provisions within ninety (90) days following the Effective Date, and upon approval of Elevance Health’s governance committee process. “AI Technologies” means a system, application, algorithm, statistical model or other technology that can perform tasks that typically require human intelligence, including understanding natural language, recognizing patterns, solving problems, making predictions, making decisions and interpreting and processing data or that are prompted by inputs it receives to produce outputs, such as predictions, classifications, prescribed actions, content, recommendations or decisions. AI Technologies include: machine learning-based algorithms for health risk estimation; machine learning-based algorithms for claims or clinical request processing; machine learning-based algorithms for optimization of member engagement strategies; applications of neural networks and deep learning, evolutionary and genetic computation, reinforcement learning, and supervised or unsupervised machine learning; computer vision (e.g., object recognition, image understanding); speech and audio processing (e.g., speech recognition and production); natural language processing (e.g., machine translation, language generation); and audio and video manipulation technologies (e.g., voice cloning, deepfakes).

EXHIBIT A

[**]

STATEMENT OF WORK

Healthy Impact

SUPPLIER: American Well Corporation ELEVANCE HEALTH

Contact: Legal Department Name: [**]

Address: 75 State Street, Boston, MA 02090 Telephone No.: [**]

Telephone No.: (617)204-3500

This Statement of Work (“SOW”) is made pursuant to, and incorporates the terms of, the Master Services Agreement (the “Agreement”) dated January 1, 2023, by and between Elevance Health, Inc. (“Company” or “Elevance Health”), and American Well Corporation (“Supplier” or “Vendor”). Capitalized terms used but not defined herein have the meaning ascribed to them in the Agreement.

Project Name: LHO – Healthy Impact

Project Start (“Effective Date”) Date: 1/1/2026 Project End Date: 1/1/2029

Elevance Health shall pay fees for the Professional Services on a time and materials basis at a blended rate ("Professional Services Rate") of [**] per hour pursuant to a mutually agreed Statement of Work.

Professional Services Statement of Work executed after December 31, 2028 and throughout the

Term any approved increases may not exceed the percentage increase in the Consumer Price Index-All Urban Consumers, U.S. City Average, Not Seasonally Adjusted, Base Period 1982-84=100 published by the United States Department of Labor's Bureau of Labor Statistics (the “CPI”), over the previous twelve (12) month period. If the CPI is no longer published at the relevant time, the parties shall designate the most closely comparable index. Annual rate increases can only be applied to a SOW executed 6 months or less prior to such increase and such increase shall apply only to work done after the effective date of such annual increase.

consent or an amendment to this Agreement.

transaction. For clarity, Elevance Health will not be able to consummate such a unique resale or other transaction without Vendor’s written consent or an amendment to this Agreement.

III. Payments.

This SOW shall be considered executed and fully agreed to by the authorized representatives of both Parties upon

Elevance Health’s issuance of the purchase order associated with this contract through Elevance Health’s Procurement Process Technology (Ariba) or upon signatures indicated below.

Schedule 1

Supplier Clinical Program Offerings:

Pricing may be modified on any program for a particular client as mutually agreed to by both parties.

The MSK and Pelvic Health PT programs are offered to Company Clients with their choice of either event-based or outcomebased pricing models:

Below are event-based Milestones, triggered by a Participant’s utilization of the Thrive and Move MSK programs and/or Bloom Pelvic Health program via the Sword digital platform (the “Digital Platform”). Vendor agrees to bill Elevance Health only for Milestones completed by Participants. For the purposes of the Thrive MSK program and the Bloom Pelvic Health program, the Parties agree that all Milestones listed below must be completed within 12 months from the date of completion of Milestone 1. Vendor shall not bill Elevance Health for more than 3 Milestones per Participant per year for the Thrive MSK program or Bloom Pelvic Health program. The program fees will not exceed (i) [**]per Participant per year for the Move program specifically, and (ii) [**]per Participant per year for any program or combination of programs that a Participant is enrolled in.

Below are outcomes-based Milestones, triggered by a Participant’s utilization of the Thrive and Move MSK programs and/or Bloom Pelvic Health program. Vendor agrees to bill Elevance Health only for Milestones completed by Participants. For the purposes of the Thrive MSK and Bloom Pelvic Health programs, the Parties agree that Milestone 2 must be completed within 12 months from the date of completion of Milestone 1. Vendor shall not bill Elevance Health for more than 2 Milestones per

Participant per year for the Thrive MSK or Bloom Pelvic Health programs. The program fees will not exceed (i) [**] per Participant per year for the Move program specifically, and (ii) [**] per Participant per year for any program or combination of programs that a Participant is enrolled in.

*Outcome measure: Vendor currently employs the Patient Global Impression of Change or “PGIC” scale to consistently assess outcomes using a validated 7-point Likert scale, as widely used in clinical research. This scale measures the

Participant's perception of change, where improvement is captured by responses indicating significant positive change (e.g., "very much improved") down to no change or worsening (e.g., "no improvement" or "worse"). A positive outcome is indicated if a Participant selects one of the top three positive choices out of the seven available choices. Vendor reserves the right to alter or change the outcome measure for one or more Services from time to time to reflect clinical best practices, enhance treatment assessment accuracy, or align with advancements in medical standards.

Aggregate Measurement Period Fee Cap for Outcome Based Pricing. For Outcome-Based Pricing, Sword guarantees that cumulative fees paid in each Measurement Period will not exceed [Period Fee Cap] x [# of Measurable Participants]. “Measurable Participant” for the Measurement Period Fee Cap means a Participant who has activated and has fees paid for Services in that Measurement Period. “Measurement Period” means the repeating period of twelve (12) months, where the initial Measurement Period shall commence on the later to occur of (i) the applicable launch date or (ii) the date the Solution and applicable Services are made available to Participants. “Period Fee Cap” during a given Measurement Period is:

[**]if all Primary Services (Thrive, Bloom and Move) are continuously active and being marketed in accordance with the co-marketing plan; or

[**]if at any time less than all Primary Services are active OR any Primary Services are not being marketed per the comarketing plan. 100% of any excess fees paid that exceed the Period Fee Cap (whether [**]or [**]) will be refunded.

Supplier agrees to offer and is responsible to refund and pay to Company Clients Supplier’s standard performance guarantees for the MSK and Pelvic Health PT programs as set forth in Appendix 1 to this SOW. For the avoidance of doubt, Company will not be responsible, nor required, to refund to Company Client or Supplier any amounts resulting from performance guarantees not being met, regardless of whether or not performance guarantees are met. Supplier shall be responsible to refund Elevance Health the full amount due to Company Client as a result of any failure to meet the performance guarantee through a mutually agreed upon process, and Elevance Health shall refund said amount to Company Client.

Supplier and Elevance shall work in good faith to review performance standards for the third-party programs provided under this Schedule 1 and within 90 days from the date of the Effective Date put in place a corrective action framework, including penalties where deemed appropriate, for addressing any material or substantial deficiencies in the delivery of such third-party program services.

FIFTH AMENDMENT TO THE ANTHEM BLUE

CROSS PROVIDER AGREEMENT

This Amendment is to the Provider Agreement ("Agreement") dated January 1, 2023, and entered into between Blue Cross of California doing business as Anthem Blue Cross (hereinafter referred to as "Anthem") and Online Care Group,

P.C. (hereinafter "Provider") and is incorporated into the Agreement as follows:

BASE PROVISIONS

ARTICLE VIII

TERM AND TERMINATION

8.1 Term of Agreement. This Agreement shall commence at 12:01 AM on January 1, 2026 for a term of

3 (three) year(s), January 1, 2026 until January 1, 2029 (“Initial Term”), and shall continue automatically in effect thereafter for consecutive one (1) year terms unless otherwise terminated as provided herein.”

The Master Services Agreement between Elevance Health and American Well dated January 1, 2023 (Vendor Agreement), or the Statement of Work between Elevance Health and American Well dated January 1, 2026 for the Converge Platform, terminates pursuant to Section 7 of the Vendor Agreement.

The Master Services Agreement between Elevance Health and American Well dated January 1, 2023 (Vendor Agreement), or the Statement of Work between Elevance Health and American Well dated January 1, 2026 for the Converge Platform, terminates pursuant to Section 7 of the Vendor Agreement.

PLAN COMPENSATION SCHEDULE PCS ATTACHMENT

Except as expressly set forth herein, nothing contained herein shall be construed to modify the Agreement. To the extent this Amendment conflicts with any provision of the Agreement, this Amendment shall control.

Each party to this Amendment warrants that it has full power and authority to enter into this Amendment and the person signing this Amendment on behalf of either party warrants that he/she has been duly authorized and empowered to enter into this Amendment.

PROVIDER LEGAL NAME: Online Care Group, P.C.

By: /s/ Anna Nesterova December 23, 2025 Signature, Authorized Representative of Provider(s) Date

Printed: Anna Nesterova Vice President Name Title

Address 75 State Street, 27th FL Boston MA 02109 Street City State Zip

Tax Identification Number (TIN):

Phone Number: 6172043500

Email Address: contracts@amwell.com

By: /s/ Salma Khaleq 12-24-2025

Signature, Authorized Representative of Anthem Date

Printed: Salma Khaleq Vice President Name Title

Address 2505 N. Hwy 360 Grand Prairie TX 75050 Street City State Zip

Urgent Care and Behavioral Health - Commercial

Urgent Care and Behavioral Health - Medicare Advantage

National Accounts, Local, Large/Small Group Employers, etc.- Commercial Buy-Up/Benefit Programs

Programs listed below are also referenced in the Healthy Impact Statement of Work dated January 1, 2026, between Elevance Health, Inc. and American Well Corporation.

*The Anthem Rate for Musculoskeletal Services (currently defined as 98975-32, Milestone 1 - 1st visit with Provider-Tech Kit & Marketing Engagement services and 97161-32, Milestone 2 - 3 exercises modules with digital platform & unlimited chat with PT coach Platform, Milestone 3 – 6 exercise modules with the digital platform & unlimited chat with PT coach) will be limited to total Eligible Charges of [**] for Option #1: a bundle of one (1) Visit of 98975-32 and two (2) Visits of 97161-32, or Option 2: outcomes based pricing for Milestone 1 = [**] and Milestone 2 = [**]. Outcomes Based Pricing:

Visit Wait Time SLAs, Monthly Data and Reporting Requirements

i. Urgent Care/Acute Care

ii.

With respect to Urgent Care/Acute Care Visit Wait Time SLAs, and Behavioral Health measures, Monthly Data and Requirements, the parties agree that any performance impacts as a result of system performance shall be based on the system performance SLAs captured in Schedule III of the Statement of Work between Elevance health, Inc. and American Well Corporation effective January 1, 2026.

For clarity, Members seeking on demand urgent care, who choose to wait for a provider with a specific attribute, are not counted in the SLA.

The parties will work towards finalizing new reporting requirements and appropriate additional SLAs for all lines of business consistent with industry standards for urgent care and behavioral health to be finalized by amendment no later than 3/31/26. Topics to be discussed will include the following for urgent care:

Provider agrees to provide monthly and quarterly supporting reporting for all provider access requirements, subject to audit by Anthem.

FIFTH AMENDMENT TO THE ANTHEM BLUE CROSS AND BLUE SHIELD

PROVIDER AGREEMENT

This Amendment is to the Provider Agreement ("Agreement") dated January 1, 2023, and entered into between Anthem (hereinafter referred to as "Anthem") and Online Care Group, PC (hereinafter "Provider") and is incorporated into the Agreement as follows:

BASE PROVISIONS

ARTICLE VIII

TERM AND TERMINATION

8.1 Term of Agreement. This Agreement shall commence at 12:01 AM on January 1, 2026 for a term of

3 (three) year(s), January 1, 2026 until January 1, 2029 (“Initial Term”), and shall continue automatically in effect thereafter for consecutive one (1) year terms unless otherwise terminated as provided herein

The Master Services Agreement between Elevance Health and American Well dated January 1, 2023 (Vendor Agreement), or the Statement of Work between Elevance Health and American Well dated January 1, 2026 for the Converge Platform, terminates pursuant to Section 7 of the Vendor Agreement

The Master Services Agreement between Elevance Health and American Well dated January 1, 2023 (Vendor Agreement), or the Statement of Work between Elevance Health and American Well dated January 1, 2026 for the Converge Platform, terminates pursuant to Section 7 of the Vendor Agreement.

PLAN COMPENSATION SCHEDULE

PLAN COMPENSATION SCHEDULE ("PCS")

IV. SPECIFIC REIMBURSEMENT TERMS

Provider Access Fee. Anthem will pay Provider a one-time provider access fee of $[**] by December 15, 2026.

PCS ATTACHMENT

Except as expressly set forth herein, nothing contained herein shall be construed to modify the Agreement. To the extent this Amendment conflicts with any provision of the Agreement, this Amendment shall control.

Each party to this Amendment warrants that it has full power and authority to enter into this Amendment and the person signing this Amendment on behalf of either party warrants that he/she has been duly authorized and empowered to enter into this Amendment.

THE EFFECTIVE DATE OF THIS AMENDMENT IS: January 1, 2026

PROVIDER LEGAL NAME: Online Care Group, PC

Printed: /s/ Anna Nesterova December 23, 2025 Signature, Authorized Representative of Provider(s) Date

Printed: Anna Nesterova Vice President Name Title

Address 75 State Street, 27th FL Boston MA 02109 Street City State Zip

Tax Identification Number (TIN):

Phone Number: 6172043500

Email Address: contracts@amwell.com

Anthem

By: /s/ Salma Khaleq 12-24-2025

Signature, Authorized Representative of Anthem Date

Printed: Salma Khaleq Vice President Name Title

Address 2505 N. Hwy 360 Grand Prairie TX 75050 Street City State Zip

Urgent Care and Behavioral Health - Commercial

Urgent Care and Behavioral Health - Medicare Advantage

National Accounts, Local, Large/Small Group Employers, etc.- Commercial Buy-Up/Benefit Programs

Programs listed below are also referenced in the Healthy Impact Statement of Work dated January 1, 2026, between Elevance Health, Inc. and American Well Corporation.

*The Anthem Rate for Musculoskeletal Services (currently defined as 98975-32, Milestone 1 - 1st visit with Provider-Tech Kit & Marketing Engagement services and 97161-32, Milestone 2 - 3 exercises modules with digital platform & unlimited chat with PT coach Platform, Milestone 3 – 6 exercise modules with the digital platform & unlimited chat with PT coach) will be limited to total Eligible Charges of $[**] for Option #1: a bundle of one (1) Visit of 98975-32 and two (2) Visits of 97161-32, or Option 2: outcomes based pricing for Milestone 1 = $[**] and Milestone 2 = $[**]. Outcomes Based Pricing:

Visit Wait Time SLAs, Monthly Data and Reporting Requirements

i. Urgent Care/Acute Care

ii.

With respect to Urgent Care/Acute Care Visit Wait Time SLAs, and Behavioral Health measures, Monthly Data and Requirements, the parties agree that any performance impacts as a result of system performance shall be based on the system performance SLAs captured in Schedule III of the Statement of Work between Elevance health, Inc. and American Well Corporation effective January 1, 2026.

For clarity, Members seeking on demand urgent care, who choose to wait for a provider with a specific attribute, are not counted in the SLA.

The parties will work towards finalizing new reporting requirements and appropriate additional SLAs for all lines of business consistent with industry standards for urgent care and behavioral health to be finalized by amendment no later than 3/31/26. Topics to be discussed will include the following for urgent care:

Provider agrees to provide monthly and quarterly supporting reporting for all provider access requirements, subject to audit by Anthem.