Form 4: Claritev COO Reports Significant Equity Transactions

Claritev Corp's EVP and COO, Jerome Hogge, reported significant equity transactions including RSU grants and tax-related share disposals.

Summary

• Jerome Hogge, EVP, Chief Operating Officer of Claritev Corp (CTEV), reported multiple transactions involving Class A common stock and cash-settled restricted stock units (cRSUs) on March 1, 2026.
• Hogge disposed of 1,906 shares of Class A common stock at a price of $13.47 per share to cover taxes related to the vesting of restricted stock units granted on March 18, 2024.
• An additional 2,894 shares of Class A common stock were disposed of at $13.47 per share for tax obligations associated with the vesting of restricted stock units granted on March 1, 2025.
• Hogge received a new grant of 66,322 Class A common stock restricted stock units (RSUs) at a price of $0, which will vest at a rate of 25% per year on March 1, 2027, 2028, 2029, and 2030.
• Following these transactions, Hogge's direct beneficial ownership of Class A common stock stands at 160,268 shares.
• 23,820 cash-settled restricted stock units (cRSUs) were disposed of at a price of $0 due to the cash settlement of 50% of cRSUs granted on March 1, 2025, which vested on March 1, 2026.
• Hogge's direct beneficial ownership of derivative securities (cRSUs) is now 23,821 units.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a moderately positive development. While there were dispositions for tax purposes and cash settlement of cRSUs, the significant new RSU grant to a key executive indicates continued commitment and aligns management incentives with future company performance.

Positives

• Jerome Hogge received a new grant of 66,322 Class A common stock restricted stock units, aligning executive incentives with long-term shareholder value.

Negatives

• Hogge disposed of a total of 4,800 Class A common stock shares (1,906 and 2,894 shares) at $13.47 per share to satisfy tax obligations related to RSU vesting.
• 23,820 cash-settled restricted stock units were disposed of due to cash settlement upon vesting, converting equity-like instruments to cash rather than increasing direct equity holdings.

Future Outlook

The newly granted 66,322 restricted stock units will vest in four equal annual installments of 25% each, beginning on March 1, 2027, and concluding on March 1, 2030.

Industry Context

StockSavvy.ai notes that executive equity compensation, including restricted stock unit grants and subsequent tax-related share withholdings upon vesting, is a standard practice across industries. These transactions are routine mechanisms for aligning executive interests with long-term company performance and are common disclosures in SEC Form 4 filings.

Stakeholder Impact

• Shareholders: The new RSU grant aligns executive incentives with long-term shareholder value, as the value of the RSUs is tied to the company's stock performance. The tax-related dispositions are routine and have minimal impact.
• Employees: These transactions reflect standard executive compensation practices, which can influence overall compensation structures within the company.

Next Steps

• The newly granted restricted stock units will vest annually at 25% on March 1, 2027, 2028, 2029, and 2030.

Key Dates

Recommendation

This Form 4 filing details routine executive compensation transactions, including RSU grants, vesting, and tax-related share dispositions. While the new RSU grant is a positive for executive alignment, these types of insider transactions typically do not provide new fundamental information that would warrant a change in investment recommendation. The company's core business performance and strategic outlook remain the primary drivers for investment decisions.

Keywords

Claritev Corp, CTEV, Form 4, Insider Transaction, Restricted Stock Units, RSU Grant, Executive Compensation, Equity Ownership, Tax Withholding, Cash Settled RSUs