Form 4: Clover Health CEO Jamie Reynoso Reports Stock Award Vesting and Tax Withholding
SEC Form 4
Jamie Reynoso, CEO of Medicare Advantage at Clover Health, reports the vesting of restricted stock units and associated tax withholding on June 30, 2024.
Summary
- Jamie Reynoso, CEO of Medicare Advantage at Clover Health, filed a Form 4 on July 2, 2024, reporting changes in beneficial ownership of Clover Health stock.
- On June 30, 2024, Reynoso acquired 217,522 shares of Class A Common Stock upon the vesting of restricted stock units (RSUs) at a price of $0.
- These RSUs were earned based on performance achievement related to a grant awarded on March 16, 2023.
- One-third of the earned RSUs vested on June 30, 2024, and another one-third will vest on June 30, 2025, contingent upon continued employment.
- Also on June 30, 2024, 52,967 shares of Class A Common Stock were withheld at a price of $1.23 to cover tax obligations related to the RSU vesting.
- Following these transactions, Reynoso directly owns 2,624,008 shares of Class A Common Stock.
Sentiment
Score: 5
Explanation: This is a routine filing related to executive compensation. It doesn't inherently indicate positive or negative sentiment, but rather reflects standard corporate practices.
Positives
- The vesting of RSUs indicates that performance targets were met, which could be viewed positively.
Future Outlook
The remaining one-third of the restricted stock units will vest on June 30, 2025, subject to the Reporting Person's continued employment on such vesting date.
Industry Context
Form 4 filings are routine disclosures for company insiders and are a standard part of corporate governance and regulatory compliance.
Comparison to Industry Standards
- Stock-based compensation is a common practice in the healthcare industry, particularly for executive roles.
- Companies like UnitedHealth Group (UNH) and Humana (HUM) also utilize stock options and restricted stock units as part of their executive compensation packages.
- The vesting schedules and performance metrics associated with these grants vary depending on the company's specific goals and compensation philosophy.
Stakeholder Impact
- The vesting of RSUs could have a minor dilutive effect on existing shareholders.
Key Dates
| Date | Description |
|---|---|
| March 16, 2023 | Date of performance-based restricted share unit grant. |
| June 30, 2024 | Date of transaction: Vesting of restricted stock units and tax withholding. |
| June 30, 2025 | Future vesting date for the remaining one-third of the restricted stock units. |
| July 02, 2024 | Date of Form 4 filing. |
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