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Clover Health (CLOV) grants 159,384 RSU-based shares to Medicare Advantage CEO

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Reynoso Jamie L. reported acquisition or exercise transactions in this Form 4 filing.

Clover Health Investments reported that Jamie L. Reynoso, CEO of Medicare Advantage, received a grant of 159,384 shares of Class A common stock in the form of time-based restricted stock units. These RSUs were awarded at no cash cost per share as equity compensation.

According to the grant terms, 25% of the RSUs will vest on the first anniversary of April 1, 2026. The remaining units will vest in twelve equal quarterly installments starting three months after that first anniversary, so that all RSUs are fully vested by April 1, 2030, subject to continued service. Following this award, Reynoso directly holds 2,876,119 shares of Class A common stock.

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Insider Reynoso Jamie L.
Role CEO, Medicare Advantage
Type Security Shares Price Value
Grant/Award Class A Common Stock 159,384 $0.00 --
Holdings After Transaction: Class A Common Stock — 2,876,119 shares (Direct)
Footnotes (1)
  1. [object Object]
RSU award size 159,384 shares Class A common stock RSUs granted to Jamie L. Reynoso
Grant price per share $0.0000 per share Equity compensation award, non-cash
Shares held after award 2,876,119 shares Total direct Class A holdings following RSU grant
Initial vesting date April 1, 2027 First anniversary of April 1, 2026 for 25% RSU vesting
Final vesting date April 1, 2030 RSUs fully vested by this date if service continues
Quarterly vesting tranches 12 installments Equal quarterly vesting after initial 25% vests
restricted stock unit financial
"Represents shares of Class A common stock underlying a time-based restricted stock unit award"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
RSUs financial
"Twenty-five percent of the RSUs will vest on the first anniversary of April 1, 2026"
RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.
vesting financial
"the remaining RSUs will vest in twelve equal quarterly installments"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
Class A common stock financial
"Represents shares of Class A common stock underlying a time-based restricted stock unit award"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
grant, award, or other acquisition financial
"transaction code description: Grant, award, or other acquisition"
SEC Form 4
FORM 4UNITED 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).
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)
Director10% Owner
XOfficer (give title below)Other (specify below)
CEO, Medicare Advantage
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Class A Common Stock04/01/2026A159,384(1)A$02,876,119D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares of Class A common stock underlying a time-based restricted stock unit award ("RSUs"). Twenty-five percent of the RSUs will vest on the first anniversary of April 1, 2026, and the remaining RSUs will vest in twelve equal quarterly installments beginning on the date that is three months after the first anniversary of April 1, 2026, in each case subject to the continued service of the Reporting Person on each such vesting date, so that such RSUs will be fully vested on April 1, 2030.
Remarks:
/s/Peter J. Rivas as attorney-in-fact for Jamie L. Reynoso04/03/2026
** Signature of Reporting PersonDate
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)

FAQ

What equity award did CLOV executive Jamie L. Reynoso receive?

Jamie L. Reynoso received a grant of 159,384 Class A common stock shares in the form of time-based restricted stock units. The award was granted at no cash cost per share as part of equity-based compensation, increasing her direct holdings in Clover Health Investments.

How do Jamie L. Reynoso’s new CLOV RSUs vest over time?

Twenty-five percent of the RSUs vest on the first anniversary of April 1, 2026. The remaining units vest in twelve equal quarterly installments beginning three months after that anniversary, so the entire RSU award becomes fully vested by April 1, 2030, assuming continued service.

What are Jamie L. Reynoso’s total CLOV share holdings after this Form 4?

After this equity award, Jamie L. Reynoso directly holds 2,876,119 shares of Clover Health Class A common stock. This total includes the newly granted 159,384 restricted stock units that will vest over time under the specified schedule, subject to her continued service with the company.

Is Jamie L. Reynoso’s CLOV transaction a market purchase or a grant?

The transaction is a grant or award acquisition, not a market purchase. The Form 4 uses transaction code “A” for an award of 159,384 RSU-based shares at a price of $0.0000 per share, reflecting stock-based compensation rather than an open-market buy transaction.

What role does Jamie L. Reynoso hold at Clover Health (CLOV)?

Jamie L. Reynoso serves as an officer of Clover Health with the title CEO, Medicare Advantage. The reported RSU award aligns her compensation with the company’s performance by granting time-based restricted stock units that vest over several years, contingent on her continued service.