Form 4: Clover Health CFO's Stock Transaction for Tax Obligations

Sentiment:

Insider Transaction Report


Clover Health's CFO, Peter J. Kuipers, disposed of 217,382 shares of Class A Common Stock to cover tax obligations related to RSU vesting.

Summary

  • Peter J. Kuipers, Chief Financial Officer of Clover Health Investments, Corp. (CLOV), disposed of 217,382 shares of Class A Common Stock on October 29, 2025.
  • The disposition was made at a price of $3.64 per share.
  • These shares were automatically withheld to cover tax obligations upon the vesting of 6.25% of time-based restricted stock units (RSUs).
  • The original RSU grant occurred on April 29, 2024.
  • Following this transaction, Peter J. Kuipers beneficially owns 5,915,209 shares of Class A Common Stock.
  • The remaining RSUs are scheduled to vest in equal quarterly installments, with a final vesting date on April 29, 2028, contingent on continued service.

Sentiment

Score: 5

Explanation: This is a routine insider transaction for tax withholding upon RSU vesting and does not indicate a change in company fundamentals or management's outlook.

Future Outlook

The remaining restricted stock units granted to the Chief Financial Officer are scheduled to vest in equal quarterly installments, with a final vesting date on April 29, 2028, subject to continued service.

Industry Context

This filing represents a routine insider transaction related to executive compensation and tax obligations, which is a common occurrence across publicly traded companies when restricted stock units vest.

Stakeholder Impact

  • Shareholders: This is a routine, non-discretionary transaction related to executive compensation and tax obligations, with minimal direct impact on the company's operational or financial performance.

Next Steps

  • Continued vesting of remaining restricted stock units in equal quarterly installments until April 29, 2028, subject to the reporting person's continued service.

Key Dates

DateDescription
04/29/2024Original grant date of time-based restricted stock units (RSUs) to Peter J. Kuipers.
10/29/2025Transaction date for the disposition of shares to cover tax obligations upon RSU vesting.
10/31/2025Signature date of the reporting person's attorney-in-fact.
04/29/2028Final vesting date for the remaining restricted stock units.

Recommendation

hold

This Form 4 filing details a routine tax-related disposition of shares by the CFO upon RSU vesting and does not provide new information that would alter the fundamental investment thesis for Clover Health. It is a standard compensation event and does not warrant a change in investment recommendation based solely on this disclosure.

Keywords

Clover Health, CLOV, Form 4, Insider Transaction, CFO, Stock Vesting, Tax Withholding, Restricted Stock Units

Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.