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CLOVER HEALTH INVESTMENTS, CORP. /DE (CLOV) SEC Filings, Apr-May 2026

CLOV NASDAQ

Welcome to our dedicated page for CLOVER HEALTH INVESTMENTS /DE SEC filings (Ticker: CLOV), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

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CLOV reported a sale of 175,000 common shares by Brady Priest. The Form 144 lists a sale dated 03/04/2026 of 175,000 shares for $378,945. The filing also lists restricted stock issuances of 62,026 shares dated 10/31/2024 and 36,013 shares dated 01/31/2025.

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Clover Health Investments Chief Executive Officer Andrew Toy reported a tax-related share withholding tied to vesting of previously granted equity. On May 8, 2026, 85,704 shares of Class A common stock were automatically withheld at $2.82 per share to cover tax obligations on vesting restricted stock units. After this disposition, Toy directly held 9,923,301 shares of Class A common stock. The underlying RSUs were part of a grant made on August 8, 2022, which vests in quarterly 6.25% installments through August 8, 2026, subject to his continued service.

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Clover Health Investments reported a profitable first quarter of 2026, driven by strong Medicare Advantage growth. Total revenues rose to $749.2 million from $462.3 million, mainly from higher premiums as average MA membership increased to 154,607 members.

Net medical claims incurred grew to $589.6 million, reflecting the larger member base, while the Insurance Benefits Expense Ratio remained broadly stable at 86.5%. Operating leverage improved: salaries and benefits were slightly lower and Adjusted SG&A fell to 15.9% of revenues despite higher professional and broker fees tied to enrollment growth.

Clover generated net income of $27.3 million, or $0.05 per diluted share, compared with a small loss a year earlier. Non-GAAP Adjusted EBITDA increased to $40.3 million and Adjusted Net income to $39.7 million, highlighting better underlying profitability even after stock-based compensation.

Liquidity strengthened, with cash and cash equivalents of $173.3 million and total cash, cash equivalents, and investments of $418.2 million as of March 31, 2026. Operating activities provided $107.9 million of cash, supported by higher earnings and a rise in unpaid claims reserves, positioning the company to fund growth and meet regulatory capital needs.

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Rhea-AI Summary

Clover Health reported a strong first quarter of 2026, delivering its first positive GAAP net income while growing rapidly. Total revenues reached $749.2 million, up 62.1% year-over-year, and GAAP net income was $27.3 million versus a small loss a year earlier, or $0.05 per diluted share.

Consolidated Gross profit rose to $159.5 million, up 46.5%, and Adjusted EBITDA increased to $40.3 million, up 56.2%. Medicare Advantage membership averaged 154,607, up 51.6%, with 155,773 insurance members at March 31, 2026. Management reaffirmed a growth-focused outlook, guiding 2026 revenues to $2.81–$2.92 billion, Consolidated Gross profit to $470–$510 million, Adjusted EBITDA to $50–$70 million, and GAAP net income to between $0 and $20 million, implying a full year of profitability.

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Clover Health Investments, Corp. files its Annual Report on Form 10-K describing its Medicare Advantage-focused business built around the Clover Assistant physician‑enablement platform (also marketed externally as Counterpart Assistant). The company reported accumulated deficit of approximately $2.3 billion and net losses of $85.5M in 2025; it operated MA plans in five states across 203 counties and had 724 employees.

The filing emphasizes growth through increased Clover Assistant adoption, expansion of Counterpart Health SaaS offerings, regulatory and data‑privacy risks, reliance on Medicare Advantage revenue, and the need for additional capital if operating losses persist.

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Clover Health Investments, Corp. is holding its 2026 annual stockholder meeting on June 10, 2026 at 11:00 a.m. Eastern Time as a virtual-only event. Holders of Class A and Class B common stock at the April 15, 2026 record date may attend online, vote and submit questions.

Stockholders will vote on electing three Class II directors to serve until the 2029 meeting, a non-binding advisory "Say-on-Pay" proposal on 2025 executive compensation, and ratification of Ernst & Young LLP as independent auditor for 2026. The Board recommends voting "FOR" all three items.

The proxy describes Clover’s classified, seven-member Board with a separate Executive Chairperson, CEO and lead independent director, outlines committee structures and director independence, and details a pay‑for‑performance executive compensation program that emphasizes variable incentive pay, equity awards and long-term value alignment.

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Brady Patrick Priest, CEO of Clover Care Services, reported a routine tax-withholding transaction involving Clover Health Investments Class A Common Stock. On April 18, 2026, 36,113 shares were automatically withheld at $2.19 per share to cover tax obligations tied to restricted stock unit vesting.

The withheld shares relate to 6.25% of a time-based RSU grant originally awarded on July 18, 2022. The remaining RSUs from this grant vest in equal 6.25% quarterly installments through July 18, 2026, as long as Priest continues in service. After this withholding, he directly holds 2,138,261 shares of Class A Common Stock. This event reflects compensation-related tax settlement rather than an open-market sale.

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Clover Health Investments executive Brady Patrick Priest, CEO of Clover Care Services, reported an automatic tax-withholding share disposition tied to vesting RSUs. On April 15, 2026, 15,471 shares of Class A Common Stock were withheld at $2.04 per share to cover tax obligations, not sold on the open market.

The withheld shares relate to 6.25% of the original RSU grant awarded on October 15, 2024. Following this routine tax-withholding event, Priest directly holds 2,174,374 Class A shares. The remaining RSUs are scheduled to vest in equal 6.25% quarterly installments through October 15, 2028, contingent on continued service.

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Clover Health Investments’ Chief Legal Officer, Karen Soares, reported a routine tax-related share withholding linked to restricted stock units (RSUs). On April 15, 2026, 10,161 shares of Class A Common Stock were automatically withheld at $2.04 per share to cover tax obligations when 6.25% of a previously granted RSU award vested.

After this tax-withholding disposition, Soares directly holds 1,572,422 shares of Clover Health Class A Common Stock. The RSU grant from October 15, 2024 continues to vest quarterly in equal 6.25% installments through October 15, 2028, as long as she remains in service.

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Clover Health Investments CEO Andrew Toy reported a routine tax-related share disposition. On April 15, 2026, 60,765 shares of Class A Common Stock were automatically withheld at $2.04 per share to cover tax obligations from RSU vesting. After this withholding, Toy directly owned 10,009,005 shares.

The withheld shares relate to 6.25% of an RSU grant originally awarded on October 15, 2024. The remaining RSUs are scheduled to vest in equal 6.25% quarterly installments through October 15, 2028, contingent on Toy’s continued service.

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FAQ

How many CLOVER HEALTH INVESTMENTS /DE (CLOV) SEC filings are available on StockTitan?

StockTitan tracks 182 SEC filings for CLOVER HEALTH INVESTMENTS /DE (CLOV), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for CLOVER HEALTH INVESTMENTS /DE (CLOV)?

The most recent SEC filing for CLOVER HEALTH INVESTMENTS /DE (CLOV) was filed on May 13, 2026.