Clover Health's Jamie L. Reynoso sells 8,750 shares

The sale covered shares required for tax withholding through a sell-to-cover transaction tied to quarterly RSU vesting.

Rhea-AI Filing Summary

Clover Health Investments, Corp. (CLOV) reported that Jamie L. Reynoso, CEO, Medicare Advantage, sold 8,750 Class A common shares at $4.42 per share on October 5, 2026, leaving 2,794,696 shares directly held. The shares were required to be sold to cover tax withholding tied to the October 3, 2026 quarterly vesting of 6.25% of Reynoso’s restricted stock units. The issuer’s plan required the sell-to-cover transaction, which the footnote says was not discretionary. The transaction was reported under a Rule 10b5-1 plan.

Insider Trade Summary 10b5-1

Net Seller: 8,750 shares

Net Sell 1 txn

Insider Reynoso Jamie L.

Role CEO, Medicare Advantage

Sold 8,750 shs ($39K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock F1	8,750	$4.42	$39K

Holdings After Transaction: Class A Common Stock — 2,794,696 shares (Direct)

Footnotes (1)

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 quarterly vesting of 6.25% of restricted stock units (the "RSUs") on October 3, 2026. The RSUs were originally granted to the Reporting Person on January 3, 2023, with a final vesting on January 3, 2027, subject to the continued service of the Reporting Person on such final 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: 8,750 shares Sale price: $4.42 per share Shares held after sale: 2,794,696 shares +1 more

4 metrics

Shares sold 8,750 shares October 5, 2026 sale

Sale price $4.42 per share October 5, 2026 sale

Shares held after sale 2,794,696 shares Directly held following the transaction

Quarterly RSU vesting 6.25% October 3, 2026

Key Terms

sell to cover, restricted stock units, tax withholding obligations

3 terms

sell to cover financial

"funded by a “sell to cover” transaction"

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.

restricted stock units financial

"quarterly 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

"to cover tax withholding obligations"

FAQ

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

How many CLOV shares did Jamie L. Reynoso sell, and at what price?

On October 5, 2026, Jamie L. Reynoso, CEO, Medicare Advantage, sold 8,750 Class A common shares at $4.42 per share; 2,794,696 shares remained directly held. The transaction was reported under a Rule 10b5-1 plan.

Why did CLOV’s CEO, Medicare Advantage, sell shares?

The shares were required to be sold to cover tax withholding obligations tied to quarterly vesting of 6.25% of Reynoso’s restricted stock units on October 3, 2026. The issuer’s equity incentive plan required a sell-to-cover transaction, which the footnote says was not discretionary.

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

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Available on EDGAR 10/05/2026 - 07:01 PM Accepted by SEC EDGAR 10/05/2026 - 07:00 PM 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)
10/05/2026

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	10/05/2026		S		8,750(1)	D	$4.42	2,794,696	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 Class A Common Stock required to be sold by the Reporting Person to cover tax withholding obligations in connection with the quarterly vesting of 6.25% of restricted stock units (the "RSUs") on October 3, 2026. The RSUs were originally granted to the Reporting Person on January 3, 2023, with a final vesting on January 3, 2027, subject to the continued service of the Reporting Person on such final 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.

Remarks:

	/s/Peter J. Rivas as attorney-in-fact for Jamie L. Reynoso	10/05/2026
	** 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)