Clover Health (CLOV) exec sells 6,229 shares in mandated tax-withholding trade
Rhea-AI Filing Summary
Clover Health Investments executive Jamie L. Reynoso, CEO of Medicare Advantage, reported an open-market sale of 6,229 shares of Class A Common Stock at $5.26 per share. After this transaction, Reynoso directly holds 2,834,982 shares.
According to the disclosure, the shares were sold solely to cover tax withholding obligations tied to the vesting of 6.25% of restricted stock units that vested on July 3, 2026. The RSUs were originally granted on January 3, 2023 and vest in equal 6.25% quarterly installments through a final vesting date on January 1, 2027, subject to continued service. The company states these sales are mandated under its equity incentive plans as “sell to cover” transactions and are not discretionary trades by Reynoso.
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Insider Trade Summary 10b5-1
Net Seller: 6,229 shares
Net Sell
1 txn
Insider
Reynoso Jamie L.
Role
CEO, Medicare Advantage
Sold
6,229 shs ($33K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A Common Stock | 6,229 | $5.26 | $33K |
Holdings After Transaction:
Class A Common Stock — 2,834,982 shares (Direct)
Footnotes (1)
- F1. The sales reported on this Form 4 represent shares of Class A Common Stock required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of 6.25% of restricted stock units (the "RSUs") on July 3, 2026. The RSUs were originally granted to the Reporting Person on January 3, 2023. The remaining RSUs vest quarterly in equal installments of 6.25%, with the final vesting date occurring on January 1, 2027, subject to the continued service of the Reporting Person on each such vesting date. 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.
Key Figures
Shares sold: 6,229 shares
Sale price: $5.26 per share
Shares held after sale: 2,834,982 shares
+3 more
6 metrics
Shares sold
6,229 shares
Open-market sale on July 6, 2026
Sale price
$5.26 per share
Price for Class A Common Stock sold
Shares held after sale
2,834,982 shares
Direct holdings following the reported transaction
RSU vesting tranche
6.25%
Portion of RSUs vesting each quarter
RSU grant date
January 3, 2023
Original grant date of the RSUs
Final RSU vesting date
January 1, 2027
Last scheduled vesting, subject to continued service
Key Terms
restricted stock units, tax withholding obligations, sell to cover, equity incentive plans
4 terms
restricted stock units financial
"The sales reported on this Form 4 represent shares ... in connection with the vesting of 6.25% of restricted stock units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax withholding obligations financial
"shares of Class A Common Stock required to be sold ... to cover tax withholding obligations in connection with the vesting"
sell to cover financial
"funded by a "sell to cover" transaction and do not represent discretionary trades"
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.
equity incentive plans financial
"mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations"
Equity incentive plans are company programs that pay employees, executives, or directors with company stock, stock options, or share units instead of or in addition to cash, aiming to align their interests with shareholders—like giving team members a stake in the house they help build. For investors this matters because such plans can motivate better company performance but also dilute existing ownership and increase reported compensation costs, so they affect future earnings, voting power, and share value.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What insider transaction did CLOV executive Jamie L. Reynoso report?
Jamie L. Reynoso reported selling 6,229 shares of Clover Health Class A Common Stock at $5.26 per share. The sale was linked to tax withholding for vesting restricted stock units and did not represent a discretionary, open-market portfolio decision.
What are the vesting terms of Jamie L. Reynoso’s Clover Health RSUs?
The RSUs were granted on January 3, 2023 and vest in equal 6.25% quarterly installments. Vesting runs through a final vesting date on January 1, 2027, conditioned on Reynoso’s continued service with Clover Health on each scheduled vesting date.