Oura IPO: how the business works

Oura sells a health-tracking ring once, then earns a membership fee for every month the wearer keeps using its app.

• 01In the nine months to Jun 30, 2026, rings brought in $974.0 million and memberships $240.5 million.
• 02About 80% of revenue comes from the United States; rings are made by contract manufacturers, not in Oura's own factories.

New shares sold by the company

13.5 million shares

Shares sold by existing stockholders

36.5 million shares

To list on

Nasdaq

Proposed ticker

OURA

Lock-up on existing holders

180 days

• 01New shares (13.5 million): the money goes to Oura. At the $42 midpoint the S-1/A estimates net proceeds of about $532.6 million, of which about $526.4 million pays employees' RSU taxes.
• 02Shares sold by existing stockholders (36.5 million): Forerunner Ventures (all 28.7 million of its shares), Lifeline Ventures (6.9 million) and Elysian Park Ventures (0.9 million) get that money, not Oura.
• 03Underwriters' option: up to 7.5 million more shares within 30 days, all from selling stockholders, including the CEO, CFO and COO.
• 04Cornerstone investors: Eli Lilly (up to $100.0 million) and funds affiliated with Dragoneer (up to $300.0 million) indicated an interest in buying at the IPO price. The S-1/A says these are not binding.

Oura, its officers and directors, the selling stockholders and holders of substantially all its shares agreed not to sell for 180 days after the prospectus date. Parts can be released early: on set days from day 35, or within the first 60 days if the share price stays 25%, 33% or 40% above the IPO price; Goldman Sachs can also waive it. Shares bought in the directed share program are not locked up, unless the buyer is an officer or director.

Underwriters

18 named in the S-1 (lead: Goldman Sachs & Co. LLC, Morgan Stanley, J.P. Morgan, Allen & Company LLC, Jefferies)

Directed share programme

The underwriters reserved up to 7.5% of the offered shares, at the IPO price, for individuals and entities named by Oura's management. Morgan Stanley runs the program, and these shares are not subject to the lock-up, unless the buyer is an officer or director.

Lead underwriters

Goldman Sachs & Co. LLC, Morgan Stanley, J.P. Morgan, Allen & Company LLC, Jefferies

Transfer agent

Odyssey Transfer and Trust Company

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range; Free writing prospectus: "OURA Announces Launch of Initial Public Offering" (press release)

• Pay the taxes due when restricted stock units (RSUs, shares promised to employees) settle at the IPOAbout $526.4 million at the $42 midpoint, for 12,150,103 shares withheld at an assumed 47.7% tax rate. The S-1/A says it changes by about $12.5 million for each $1 change in the price.$526M
• General corporate purposes: technology development, working capital, operating expenses and capital expenditureWhat is left of the net proceeds: about $6.2 million at the midpoint ($532.6 million − $526.4 million, our arithmetic). The S-1/A says some may go to acquisitions, but none is agreed.Amount not fixed

Instead of issuing every vested RSU share, Oura keeps back 12,150,103 shares and pays the employees' tax in cash. The remaining $6.2 million is our arithmetic ($532.6M − $526.4M). None of the money from the selling stockholders' shares goes to Oura.

Only the shares the company sells raise money for it; money from shares sold by existing stockholders goes to them.

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range

• Oura Ring

  The smart ring itself, now in its fifth generation. Oura Ring 5 launched on Jun 4, 2026 at starting prices of $399 to $499; Oura Ring 4 starts at $349 to $499.

• Oura Membership

  The app membership that unlocks the ring's insights: $5.99 a month or $69.99 a year in the US, with a 30-day free trial. About 63% of new members in the nine months to Jun 30, 2026 chose the yearly plan.

• Partners and enterprise

  Oura data feeds over 1,200 partner apps and services (for example Natural Cycles, Strava and Dexcom). It also sells to employers, government bodies including the US Department of Defense, and healthcare partners.

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range

• People buying directly (DTC)

  60%

  of revenue

  Rings and memberships bought on Oura's own website and app; $723.8 million in the nine months to Jun 30, 2026.

• Retailers and enterprise partners (wholesale)

  40%

  of revenue

  Stores such as Amazon, Best Buy, Target and Costco, about 8,400 retail doors in all, plus employers and other enterprise buyers; $490.7 million in the nine months to Jun 30, 2026.

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range

1. 1Rings and memberships brought in $1,214.5 million in the nine months to Jun 30, 2026.
2. 2Making, shipping and replacing rings and running the app cost $552.3 million.
3. 3Marketing, research and running the company took another $591.0 million.
4. 4After interest and tax, $60.8 million was left as net income.
5. 5A $985.0 million deemed dividend on preferred stock Oura bought back turned that into a $924.3 million loss for common stockholders.

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range

Each line = amount ÷ total money in × 100. Lines may not add to exactly $100 because of rounding.

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range

• Contract manufacturers and parts

  A limited number of outside manufacturers make the rings. Some parts (chips, sensors, batteries, circuit boards, titanium) come from a single supplier, though Oura says most parts have two.

• Sourcing in several countries

  The S-1/A names Estonia, Finland, Mexico, South Korea, China and the Netherlands in its tariff risk; Oura had about $119.7 million of purchase commitments it cannot cancel at Jun 30, 2026.

• Health data and science

  Oura says it has collected nearly 42 billion hours of body data from wearers, used to build and test its scores.

• People

  About 1,350 full-time staff in 11 countries at Jun 30, 2026, over 350 of them in hardware and operations.

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range

• Apple

  Smartwatches; named in the S-1/A among large technology companies with general-purpose wearables.

• Samsung

  Smartwatches and trackers; Samsung also filed a patent complaint against Oura at the US International Trade Commission in Dec 2025.

• Google (including Fitbit)

  Smartwatches and fitness trackers.

• Garmin, Whoop and Coros

  Fitness and activity wearables, mostly worn on the wrist.

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range

• Memberships

  Working

  Paid Members 5.0 million at Jun 30, 2026 vs 2.5 million a year earlier (company-defined)

  Membership revenue grew 121% in the nine months to Jun 30, 2026, to $240.5 million.

  Status: Working, on track against what the company said.

• New ring generations

  New

  Oura Ring 5 launched Jun 4, 2026

  Oura says launches drive its ring sales: Ring 4 in Oct 2024, Ring 4 Ceramic in Oct 2025, Ring 5 in Jun 2026.

  Status: New, recently announced.

• Retail and enterprise channels

  Working

  Wholesale revenue $490.7 million in the nine months to Jun 30, 2026, up from $277.1 million

  About 8,400 retail doors, plus employers, government and healthcare partners.

  Status: Working, on track against what the company said.

• Outside the United States

  Early

  Rest of the world $237.8 million, 19.6% of revenue, in the nine months to Jun 30, 2026

  Oura says it is in the earlier stages of international expansion; it sells in 56 markets.

  Status: Early, too early to judge.

Status compares progress with what the company itself said it would do: Working = on track against what the company said; Mixed = partly on track; Behind = behind the company's own plan; New = recently announced; Early = too early to judge.

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range

EBITDA here = operating income plus depreciation and amortization (from the cash flow statement). Fiscal years are the company's own (September 30). Net profit is the share belonging to the company's owners. Total net income differs from net profit to the company's owners: Net income was $12 thousand (tax took 99.9% of pre-tax income); a $186.1 million deemed dividend on preferred stock bought back made it a $186.1 million loss for common stockholders. The S-1/A also gives a loss per share, but it is spread over common shares only, before preferred stock converts, so it is left out here.

Oura says in its S-1/A that it is an emerging growth company, so the filing gives two audited years instead of three.

• Official (GAAP): Net income

  $60.8M

  Company's own measure: Adjusted EBITDA (company measure)

  $107M

  Oura's measure: net income before income tax, interest, depreciation and amortization, stock-based compensation, other income or expense and loss on paying off debt.

• Official (GAAP): Membership revenue

  $241M

  Company's own measure: Paid Members at Jun 30, 2026

  5 million members

  Oura's definition: members with an active paid membership and a valid payment method, not in a free trial; includes members in a grace period of up to 28 days and some given free months.

• Official (GAAP): Hardware revenue

  $974M

  Company's own measure: Rings Sold

  3.1 million rings

  Oura's definition: rings shipped and counted as hardware revenue, net of returns, warranty replacements and certain exchanges.

• Official (GAAP): Hardware revenue

  $974M

  Company's own measure: Average revenue per ring sold

  311 US$ per ring

  Oura's measure (RPU); $326 in FY2025 and $332 in FY2024.

These are the company's own measures, defined by the company. They are not comparable across companies, and they are not added together. Each sits beside the nearest official (GAAP) figure.

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range

• The debt is a revolving credit line: $375.0 million was drawn at Jun 30, 2026 and $350.0 million after a $25.0 million repayment on Aug 13, 2026. It matures on Jun 4, 2029.
• Equity is negative mainly because of the accumulated deficit ($1,626.1 million at Jun 30, 2026), which includes the deemed dividends on preferred stock bought back.
• Redeemable preferred stock ($1,499.8 million) sits outside equity until it converts into common stock at the IPO.
• Oura bought its San Francisco headquarters building for $41.5 million; the purchase closed on Jul 30, 2026, after the balance-sheet date.

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range

Officers and directors (as a group), shares

24.0%

From the prospectus table of principal stockholders. Holdings fall after the IPO when new shares are sold; the prospectus also shows the holding after the offering.

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range

• Thomas Hale

  Chief Executive Officer and director · since 2022

  Previously President of Momentive AI (formerly SurveyMonkey).

• David Shuman

  Executive Chairman · since 2026

  Board chairman since Sep 2025 and a director since Sep 2016; founder of Lateralus Holdings, a venture capital firm.

• Sean Brecker

  Chief Financial Officer · since 2023

  Previously CFO and earlier CEO of Headspace.

• Michael A. Chapp

  Chief Operating Officer · since 2019

  Was interim CEO from Dec 2021 to Apr 2022.

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range; EDGAR filing list for Oura Inc. (CIK 2133022): S-1 Sep 3, 2026, S-1/A Sep 21, 2026, FWPs Sep 21 and Sep 24, 2026; no later amendment or withdrawal (Form RW) as of Oct 27, 2026

Auditor

Ernst & Young LLP, since 2024

Auditor changes

None in the period covered

Audit qualifications

None reported

Related-party dealings

The S-1/A lists a software licence with webAI ($3.5 million minimum over three years), in which Oura's Executive Chairman, CEO, CFO, COO, a director and Forerunner together hold about 11.1%; loans of $3.5 million to the CFO, repaid in Jul 2026; and a $65.0 million repurchase of preferred stock from Forerunner in Feb 2026.

Credit rating

No public credit rating found

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range

• webAI software licence: about $1.2 million paid so far and a $3.5 million minimum over three years; Shuman, Hale and director Dennis Durkin sit on webAI's board.
• Loans to the CFO from an Oura subsidiary ($2.5 million in Dec 2025 and two of $0.5 million in Mar and Apr 2026) were repaid in Jul 2026.
• Fidelity (FMR) entities, the largest holder, put $125.0 million into Series D preferred stock in Dec 2024 and $629.6 million into Series E in Sep 2025.

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range

Cases are listed as the offer document describes them. A pending case is an allegation until a court or regulator decides it.

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range

• Execution

  Ring reliability and warranty costs

  Battery problems in some Oura Ring 4 batches led Oura to replace rings, sometimes outside warranty. Warranty provisions were $103.3 million in FY2025 and $113.2 million in the nine months to Jun 30, 2026.

  Watch Warranty provisions and gross profit per $100 of revenue in the next filing.

• Competition

  Bigger rivals

  Apple, Google and Samsung sell smartwatches and trackers, and the S-1/A says many competitors have greater resources and brand recognition.

  Watch Rings Sold and Paid Members growth after rival launches.

• Legal

  Patent fights could limit sales

  Samsung's complaint at the US International Trade Commission seeks relief that could include limits on importing certain Oura Rings; G&A costs rose by $71.9 million in the nine months to Jun 2026, partly from patent litigation.

  Watch Rulings in the Samsung ITC and Omni MedSci cases.

• Regulation

  Health claims and regulation

  Oura holds no FDA marketing authorizations for its device features. A class action filed in Aug 2026 alleges it falsely advertises sleep-tracking accuracy.

  Watch Any FDA action or ruling on the accuracy class action.

• Concentration

  Few products, few big retailers

  Almost all revenue comes from the ring and its membership, and two unnamed customers made up 12% and 10% of revenue in the nine months to Jun 30, 2026.

  Watch Share of revenue from the largest customers.

• Raw-material prices

  Tariffs and outside manufacturers

  Rings are made by a limited number of contract manufacturers, with sourcing in Asia, Europe and Mexico; the S-1/A says tariffs and trade tensions could raise costs.

  Watch Cost of revenue per $100 of revenue.

• Debt

  Borrowing to buy back shares

  Oura drew $375.0 million on its credit line in the nine months to Jun 30, 2026, mainly to fund buybacks; $350.0 million was outstanding after Aug 13, 2026, under covenants on leverage and interest cover.

  Watch Debt outstanding and cash in the next filing.

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range

• Most shares come from existing holders

  36.5 million of the 50.0 million shares (73%) are sold by existing stockholders, and about $526.4 million of Oura's roughly $532.6 million net proceeds pays RSU taxes, per the S-1/A at the $42 midpoint.

• Lock-up releases start early

  The S-1/A lets parts of the 180-day lock-up end from day 35, and the risk factors say sales by existing holders could lower the share price.

• Immediate dilution

  At the $42 midpoint, the S-1/A puts dilution for new buyers at $42.69 per share, because net tangible book value after the offering is negative ($0.69 per share).

• No trading history

  There has been no public market for Oura shares; the S-1/A warns the price may swing widely and that the company does not plan to pay dividends.

• Takeover defences

  The S-1/A says a staggered board, Delaware law and the exclusive forum clause could make a takeover or a change of directors harder.

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range; EDGAR filing list for Oura Inc. (CIK 2133022): S-1 Sep 3, 2026, S-1/A Sep 21, 2026, FWPs Sep 21 and Sep 24, 2026; no later amendment or withdrawal (Form RW) as of Oct 27, 2026; Oura Postpones Initial Public Offering (company press release); cited for the fact and date of the postponement only

What does Oura do?

Oura Inc., based in San Francisco, sells the Oura Ring, a smart ring that tracks sleep, heart rate and activity, and a paid membership for its app ($5.99 a month or $69.99 a year in the US, per its S-1/A of Sep 21, 2026).

How does Oura make money?

In the nine months to Jun 30, 2026, Oura made $974.0 million (80.2% of revenue) from selling rings and $240.5 million (19.8%) from app memberships.

Who are Oura's customers?

In the nine months to Jun 30, 2026, 59.6% of Oura's revenue came from people buying directly and 40.4% from retailers and enterprise partners; its two largest customers, not named, were 12% and 10% of revenue.

How big is Oura?

Oura's revenue was $907.9 million in FY2025 (year to Sep 30, 2025), up from $406.8 million in FY2024, and $1,214.5 million in the nine months to Jun 30, 2026.

Is Oura profitable?

Oura's net income was $60.8 million in the nine months to Jun 30, 2026, but after a $985.0 million deemed dividend on preferred stock it bought back, the result for common stockholders was a $924.3 million loss.

Who owns Oura before the IPO?

On Sep 15, 2026, Oura's largest holders were FMR (Fidelity) with 10.9%, Forerunner Ventures 9.3%, Bedford Ridge (BRIC I) 9.2% and Lifeline Ventures 7.3%; executives and directors held 24.0% as a group.

What is the Oura IPO?

Oura's S-1/A of Sep 21, 2026 offered 50.0 million shares on Nasdaq under the proposed ticker OURA: 13.5 million new and 36.5 million from existing stockholders. Oura said on Sep 29, 2026 that it had postponed the offering; the registration was still on file at the SEC on Oct 27, 2026.

Source: Oura Inc. Form S-1/A (Amendment No. 1), preliminary prospectus with a $40.00–$44.00 price range; Oura Postpones Initial Public Offering (company press release); cited for the fact and date of the postponement only; EDGAR filing list for Oura Inc. (CIK 2133022): S-1 Sep 3, 2026, S-1/A Sep 21, 2026, FWPs Sep 21 and Sep 24, 2026; no later amendment or withdrawal (Form RW) as of Oct 27, 2026

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