Form 4: Claritev Corp: SVP, Chief People Officer Carol Nutter Reports Changes in Beneficial Ownership
SEC Form 4 Filing
Carol Nutter, SVP, Chief People Officer of Claritev Corp, reports transactions involving Class A common stock and cash-settled restricted stock units.
Summary
- On March 1, 2025, Carol Nutter, SVP, Chief People Officer of Claritev Corp, reported changes in beneficial ownership.
- Nutter disposed of 1,229 shares of Class A common stock at $20.99 per share to cover taxes related to vesting restricted stock units granted on March 1, 2023.
- An additional 499 shares of Class A common stock were disposed of at $20.99 per share to cover taxes related to vesting restricted stock units granted on March 1, 2024.
- Nutter was granted 12,255 restricted stock units, which will vest at a rate of 25% per year starting March 1, 2026.
- Nutter also acquired 12,255 cash-settled restricted stock units (cRSUs) that vest 50% per year on March 1, 2026 and 2027.
- Each cRSU is economically equivalent to a share of Class A common stock and will be settled in cash based on the fair market value, capped at 4x the FMV on the grant date if settled before a change in control.
Sentiment
Score: 6
Explanation: The sentiment is neutral. It's a routine filing related to executive compensation. The grants of RSUs and cRSUs are generally positive as they align executive interests with company performance, but the tax-related disposals are neutral.
Positives
- The grant of restricted stock units and cash-settled restricted stock units to a key executive could be seen as an incentive to align their interests with the long-term success of the company.
Future Outlook
The restricted stock units vest over four years, and the cash-settled restricted stock units vest over two years, indicating a long-term incentive structure for the executive.
Industry Context
Form 4 filings are standard practice for reporting changes in beneficial ownership by company insiders, providing transparency to investors.
Comparison to Industry Standards
- Equity compensation, including restricted stock units and cash-settled restricted stock units, is a common practice among publicly traded companies to incentivize executives.
- The vesting schedules and terms of the cRSUs, including the change in control provisions, are typical features of executive compensation packages.
- Companies like Microsoft, Apple, and Google also use similar equity-based compensation plans for their executives.
Stakeholder Impact
- Shareholders are informed about changes in ownership by a key executive.
- Employees may view the executive compensation package as a sign of the company's commitment to its leadership.
Key Dates
| Date | Description |
|---|---|
| 03/01/2023 | Date of original restricted stock units grant related to tax withholding. |
| 03/01/2024 | Date of original restricted stock units grant related to tax withholding. |
| 03/01/2025 | Date of transaction and grant of restricted stock units and cash-settled restricted stock units. |
| 03/01/2026 | First vesting date for new restricted stock units (25%) and cash-settled restricted stock units (50%). |
| 03/01/2027 | Second vesting date for cash-settled restricted stock units (50%). |
| 03/01/2028 | Vesting date for new restricted stock units (25%). |
| 03/01/2029 | Final vesting date for new restricted stock units (25%). |
| 03/04/2025 | Date of signature on the Form 4 filing. |
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