Form 4: Clover Health CEO Andrew Toy Sells Shares to Cover Tax Obligations
SEC Form 4
Andrew Toy, CEO of Clover Health, disposed of shares to cover tax obligations arising from the vesting of restricted stock units.
Summary
- On April 1, 2025, Andrew Toy, the CEO of Clover Health Investments, Corp., disposed of 308,950 shares of Class A Common Stock to cover tax obligations.
- The shares were withheld at a price of $3.59 per share.
- This transaction was related to the vesting of 6.25% of restricted stock units (RSUs) granted to Mr. Toy on January 1, 2023.
- Following the transaction, Mr. Toy still beneficially owns 10,954,532 shares of Class A Common Stock.
- The remaining RSUs will vest quarterly in equal installments of 6.25%, with the final vesting date on January 1, 2027, contingent upon continued service.
Sentiment
Score: 5
Explanation: This is a neutral event. It reflects a standard transaction to cover tax obligations related to vested stock.
Future Outlook
The remaining RSUs vest quarterly in equal installments of 6.25%, with the final vesting date occurring on January 1, 2027, subject to the continued service of the Reporting Person on each such vesting date.
Industry Context
Form 4 filings are routine disclosures related to insider transactions and are a normal part of corporate governance. The sale of shares to cover tax obligations upon vesting of RSUs is a common practice among executives.
Key Dates
| Date | Description |
|---|---|
| January 1, 2023 | Date of original grant of restricted stock units (RSUs) to Andrew Toy |
| January 4, 2023 | Date Form 4 was filed reporting the original grant of RSUs |
| April 1, 2025 | Date of transaction: shares withheld to cover tax obligations due to RSU vesting |
| April 3, 2025 | Date of signature on the Form 4 filing |
| January 1, 2027 | Final vesting date for remaining RSUs |
Keywords
Form 4, Clover Health, Andrew Toy, stock, RSU, vesting, tax obligations, CLOV, CEO
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