Form 4: Clover Health CEO Andrew Toy Disposes of Shares to Cover Tax Obligations
SEC Form 4 Filing
Andrew Toy, CEO of Clover Health, disposed of shares to cover tax obligations related to the vesting of restricted stock units.
Summary
- On February 8, 2025, Andrew Toy, the CEO of Clover Health, disposed of 85,535 shares of Class A Common Stock to cover tax obligations.
- The shares were withheld automatically upon the vesting of 6.25% of the original number of time-based restricted stock units (RSUs) granted to Mr. Toy on August 8, 2022.
- The price per share was $4.32.
- Following the transaction, Mr. Toy beneficially owns 11,263,482 shares of Class A Common Stock.
- The remaining RSUs vest quarterly in equal installments of 6.25%, with a final vesting date occurring on August 8, 2026, subject to continued service.
Sentiment
Score: 5
Explanation: This is a routine transaction related to executive compensation and tax obligations, and does not indicate a positive or negative sentiment.
Future Outlook
The remaining RSUs will continue to vest quarterly until August 8, 2026, subject to Mr. Toy's continued service with the company.
Industry Context
Form 4 filings are a routine part of corporate governance, providing transparency into the transactions of company insiders. This filing indicates a standard practice of covering tax obligations related to equity compensation.
Stakeholder Impact
- The transaction has a minimal impact on shareholders as it is a standard procedure for covering tax obligations.
Key Dates
| Date | Description |
|---|---|
| 2022/08/08 | Date of original RSU grant to Andrew Toy |
| 2022/08/10 | Form 4 filed for original RSU grant |
| 2025/02/08 | Date of transaction (share disposal for tax obligations) |
| 2025/02/11 | Date of signature on the Form 4 filing |
| 2026/08/08 | Final vesting date of RSUs |
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