Clover Health executive sells 6,350 shares to cover taxes

Clover Health Investments executive Jamie L. Reynoso, CEO of Medicare Advantage, reported a small sale of Class A common stock.

Rhea-AI Filing Summary

Clover Health Investments executive Jamie L. Reynoso, CEO of Medicare Advantage, reported a small sale of Class A common stock. On June 15, 2026, Reynoso sold 6,350 shares in open-market transactions at a weighted average price around $4.61 per share.

According to the disclosure, these shares were sold solely to cover tax withholding obligations triggered by the vesting of restricted stock units under the company’s equity incentive plans, and are described as non-discretionary “sell to cover” transactions. After this activity, Reynoso directly holds 2,843,571 shares of Clover Health Class A common stock.

Insider Trade Summary 10b5-1

Net Seller: 6,350 shares

Net Sell 1 txn

Insider Reynoso Jamie L.

Role CEO, Medicare Advantage

Sold 6,350 shs ($29K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	6,350	$4.61	$29K

Holdings After Transaction: Class A Common Stock — 2,843,571 shares (Direct)

Footnotes (2)

1. F1. The sales reported on this Form 4 represent shares of Common Stock required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units ("RSUs"). These sales are mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.
2. F2. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.61 to $4.64, inclusive. The Reporting Person undertakes to provide to the Issuer, any securityholder of the Issuer, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (2) to this Form 4.

Key Figures

Shares sold: 6,350 shares Weighted average sale price: $4.61 per share Sale price range: $4.61–$4.64 per share +2 more

5 metrics

Shares sold 6,350 shares Open-market sale on June 15, 2026

Weighted average sale price $4.61 per share Tax-related sell-to-cover transaction

Sale price range $4.61–$4.64 per share Multiple transactions within this range

Shares owned after transaction 2,843,571 shares Direct Class A common stock holdings post-sale

Net share direction 6,350 net shares sold Form 4 transaction summary (net-sell)

Key Terms

restricted stock units ("RSUs"), sell to cover, weighted average price

3 terms

restricted stock units ("RSUs") financial

"in connection with the vesting of restricted stock units ("RSUs")."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

sell to cover financial

"funded by a "sell to cover" transaction and do not represent"

Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.

weighted average price financial

"The price reported in column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Clover Health (CLOV) executive Jamie L. Reynoso report in this Form 4?

Jamie L. Reynoso reported selling 6,350 shares of Clover Health Class A common stock. The filing states these sales covered tax withholding obligations from vesting RSUs and were executed as mandated “sell to cover” transactions under the company’s equity incentive plans.

At what price were the CLOV shares sold in Jamie Reynoso’s Form 4 filing?

The shares were sold at a weighted average price of about $4.61 per share. Footnotes explain multiple trades occurred in a range from $4.61 to $4.64, with detailed price information available upon request from the company or the SEC.

Why did Jamie L. Reynoso sell Clover Health (CLOV) shares in this transaction?

The filing explains the sales were required to cover tax withholding obligations from vesting restricted stock units. Under Clover Health’s equity incentive plans, these obligations are funded through a mandated “sell to cover” arrangement, rather than through discretionary open-market trading by Reynoso.

How many Clover Health (CLOV) shares does Jamie Reynoso hold after this Form 4 transaction?

After the reported sales, Jamie L. Reynoso directly holds 2,843,571 shares of Class A common stock. This figure, disclosed in the Form 4, shows her remaining direct ownership position following the 6,350-share tax-related “sell to cover” transaction on June 15, 2026.

Is Jamie Reynoso’s CLOV stock sale described as discretionary trading?

No. The footnotes state the sales do not represent discretionary trades by Jamie Reynoso. They were mandated by Clover Health’s election under its equity incentive plans to satisfy tax withholding obligations via automatic “sell to cover” transactions when restricted stock units vest.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/16/2026 - 08:14 AM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Reynoso Jamie L.

(Last) (First) (Middle)

C/O CLOVER HEALTH INVESTMENTS, CORP.

NOT APPLICABLE

(Street)

WILMINGTON DELAWARE 19801

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CLOVER HEALTH INVESTMENTS, CORP. /DE [ CLOV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO, Medicare Advantage

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	06/15/2026		S(1)		6,350	D	$4.61(2)	2,843,571	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The sales reported on this Form 4 represent shares of Common Stock required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units ("RSUs"). These sales are mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.

2. The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.61 to $4.64, inclusive. The Reporting Person undertakes to provide to the Issuer, any securityholder of the Issuer, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (2) to this Form 4.

Remarks:

	/s/Peter J. Rivas as attorney-in-fact for Jamie L. Reynoso	06/16/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)