CLOV.NASDAQClover Health Investments, CORP /DE

Form 4: Clover Health CEO Sells Shares for Tax Obligations

Sentiment:

Insider Transaction Report 4 November 2025 6:30 PM

📋All filings for Clover Health Investments, CORP /DE

Clover Health's CEO of Home Care, Brady Patrick Priest, disposed of Class A Common Stock shares on October 31, 2025, to cover tax obligations related to RSU vesting.

Summary

Brady Patrick Priest, CEO of Home Care at Clover Health Investments, Corp. (CLOV), reported transactions on October 31, 2025.
The transactions involved the disposal of Class A Common Stock shares to cover tax obligations due to the vesting of restricted stock units (RSUs).
A total of 86,610 shares were disposed of at a price of $3.53 per share, related to the vesting of the final 50% of performance-based RSUs granted on October 31, 2023.
An additional 25,081 shares were disposed of at a price of $3.53 per share, related to the vesting of the final 12.5% of RSUs also granted on October 31, 2023.
Following these transactions, Brady Patrick Priest's direct beneficial ownership of Class A Common Stock is 2,228,583 shares.

Sentiment

Score: 5

Explanation: The transaction is a non-discretionary sale for tax purposes upon RSU vesting, which is a routine event and does not reflect a change in management's sentiment towards the company.

Positives

The vesting of performance-based restricted stock units indicates that the underlying performance conditions were met, leading to the award of shares to the executive.

Negatives

A total of 111,691 shares of Class A Common Stock were disposed of by the CEO, which reduces the direct beneficial ownership by an insider.

Future Outlook

Industry Context

Stakeholder Impact

Shareholders: The disposal of shares for tax purposes represents a minor reduction in insider ownership and a routine event that typically has minimal impact on shareholder value.
Employees: The vesting of RSUs for an executive can be viewed positively as it signifies the achievement of performance milestones and the execution of the company's compensation strategy.

Key Dates

Date	Description
10/31/2023	Performance-based restricted share unit grant awarded to the Reporting Person.
09/13/2024	One-half of the earned restricted stock units vested and were settled.
10/31/2025	Date of earliest transaction; remaining one-half of performance-based RSUs vested; final 12.5% of RSUs vested.
11/04/2025	Signature date of the reporting person's attorney-in-fact for the filing.

Recommendation

hold

This Form 4 reports a routine, non-discretionary sale of shares by an insider to cover tax obligations upon the vesting of restricted stock units. Such transactions are common and do not typically indicate a change in the company's fundamental outlook or the insider's confidence. Therefore, it provides no new information to warrant a change in investment recommendation based solely on this filing.

Keywords

Clover Health, CLOV, Form 4, Insider Transaction, Stock Sale, RSU Vesting, Tax Withholding, Brady Patrick Priest, CEO Home Care

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