Form 4: Clover Health Investments Executive Karen Soares Reports Tax-Related Stock Disposal
SEC Form 4 Filing
Karen Soares, General Counsel & Secretary of Clover Health Investments, reports the disposal of shares to cover tax obligations upon vesting of restricted stock units.
Summary
- On February 14, 2025, Karen Soares, General Counsel & Secretary of Clover Health Investments, disposed of 5,345 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 on February 14, 2022.
- The price per share for the transaction was $4.46.
- Following the transaction, Soares beneficially owns 1,352,163 shares of Class A Common Stock directly.
- The remaining RSUs vest quarterly in equal installments of 6.25%, with a final vesting date occurring on February 14, 2026, subject to continued service.
Sentiment
Score: 5
Explanation: This is a neutral disclosure of a routine transaction related to executive compensation and tax obligations. It doesn't inherently indicate positive or negative sentiment.
Future Outlook
The remaining RSUs vest quarterly in equal installments of 6.25%, with a final vesting date occurring on February 14, 2026, subject to the continued service of the Reporting Person on each such vesting date.
Industry Context
This filing is a routine disclosure related to executive compensation and stock ownership, common in publicly traded companies. It doesn't necessarily indicate a broader trend within the healthcare or investment industries.
Comparison to Industry Standards
- Executive compensation packages including RSUs are standard practice across publicly traded companies, including those in the healthcare and technology sectors.
- Tax-related stock disposals are a common occurrence when RSUs vest, and the reporting is mandated by SEC regulations.
- Comparable companies like Oscar Health or Alignment Healthcare also have executives who regularly report similar transactions.
Stakeholder Impact
- The transaction has a minimal direct impact on shareholders, as it is a routine disposal of shares for tax purposes.
- The continued vesting of RSUs incentivizes the executive to remain with the company.
Key Dates
| Date | Description |
|---|---|
| 02/14/2022 | Original grant date of time-based restricted stock units (RSUs) |
| 02/14/2025 | Date of transaction: Disposal of shares to cover tax obligations upon vesting of RSUs |
| 02/14/2026 | Final vesting date of the remaining RSUs |
| 02/19/2025 | Date of Form 4 filing |
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