(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

An increase in the annual retainer for the Lead Independent Director from $10,000 to $25,000, to be effective as of July 1, 2011.

A change in the initial equity award applicable to new non-employee directors. Each non-employee director who first becomes a member of our board of directors will receive an initial award of restricted stock units with a value of $150,000 based on the 20-day volume weighted average trading price of our stock prior to the date of grant. Provided the non-employee director continues in service with us, the restricted stock units vest annually over four years from the date of grant.

A change to the annual equity award applicable to non-employee directors such that upon the conclusion of the 2011 annual meeting of stockholders and each regular annual meeting of our stockholders held in the years thereafter, each non-employee director will receive a grant of restricted stock units with a value of $150,000, based on the 20-day volume weighted average trading price of our stock prior to the date of grant. The restricted stock units vest as to 100% of the shares subject to the grant on the day prior to our annual stockholder meeting approximately one year following the grant date. Non-employee directors will no longer receive a portion of the annual equity award in the form of options to purchase common stock.

Revisions to the eHealth, Inc. Stock Ownership Guidelines for Non-Employee Directors primarily to increase the ownership requirement for existing non-employee directors from $90,000 to $180,000 and for new non-employee directors joining the Board after June 30, 2011 to six times their annual retainer for Board service.