Clover Health grants 108,695 RSUs to legal chief

Soares Karen reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Soares Karen reported acquisition or exercise transactions in this Form 4 filing.

Clover Health Investments, Corp. reported that Chief Legal Officer Karen Soares received a grant of 108,695 shares of Class A Common Stock in the form of time-based restricted stock units. The award vests 25% on the first anniversary of August 12, 2026, with the remainder vesting in twelve equal quarterly installments beginning three months after that anniversary, subject to her continued service, and brings her directly held shares to 1,614,217.

Insider Trade Summary

Grant/Award: 108,695 shares

Grant/Award 1 txn

Insider Soares Karen

Role Chief Legal Officer

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock F1	108,695	$0.00	$0.00

Holdings After Transaction: Class A Common Stock — 1,614,217 shares (Direct)

Footnotes (1)

1. F1. 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 August 12, 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 August 12, 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 August 12, 2030.

Key Figures

RSUs granted: 108,695 shares Per-share grant price: $0.00 per share Holdings after grant: 1,614,217 shares +2 more

5 metrics

RSUs granted 108,695 shares Time-based restricted stock unit award to Chief Legal Officer on August 12, 2026

Per-share grant price $0.00 per share Equity compensation grant of Class A Common Stock RSUs

Holdings after grant 1,614,217 shares Total directly held Class A Common Stock following the RSU award

Initial vesting portion 25% Portion of RSUs that vest on the first anniversary of August 12, 2026

Remaining vesting installments 12 quarterly installments Balance of RSUs vesting after the first anniversary schedule, subject to continued service

Key Terms

restricted stock unit, vesting, Class A Common Stock

3 terms

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.

vesting financial

"Twenty-five percent of the RSUs will vest on the first anniversary of August 12, 2026"

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.

FAQ

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

What equity award did CLOV grant to Chief Legal Officer Karen Soares?

Karen Soares received a grant of 108,695 Class A Common Stock RSUs. These time-based restricted stock units represent additional equity compensation tied to her continued service with Clover Health Investments, Corp.

How do the new RSUs for CLOV’s Karen Soares vest?

The RSUs vest 25% on the first anniversary of August 12, 2026, with the remaining units vesting in twelve equal quarterly installments starting three months after that anniversary, subject to continued service.

What are Karen Soares’ CLOV share holdings after this Form 4 grant?

Following the RSU grant, Karen Soares is reported to beneficially own 1,614,217 shares of Clover Health Investments, Corp. Class A Common Stock, held directly according to the Form 4 data.

Did the CLOV Form 4 for Karen Soares involve any open-market purchases or sales?

No. The reported transaction is a grant of 108,695 RSUs with a per-share price of $0.00, indicating compensation-related equity, not an open-market purchase or sale of CLOV shares.

Was Karen Soares’ CLOV RSU grant made under a Rule 10b5-1 trading plan?

The filing indicates the Rule 10b5-1 checkbox as false, and the footnote describes a time-based RSU award, not transactions executed under a pre-arranged Rule 10b5-1 trading plan.

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

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Accepted by SEC EDGAR 08/13/2026 - 04:23 PM EDT 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).

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^*

Soares Karen

(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)
	Chief Legal Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/12/2026

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	08/12/2026		A		108,695(1)	A	$0	1,614,217	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. 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 August 12, 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 August 12, 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 August 12, 2030.

Remarks:

	/s/Peter J. Rivas as attorney-in-fact for Karen M. Soares	08/13/2026
	** 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)