Claritev Corp (CTEV) COO earns 8,723 performance stock units

Rhea-AI Filing Summary

Claritev Corp executive vice president and chief operating officer Jerome Hogge reported an equity compensation grant. He acquired 8,723 shares of Class A common stock at a price of $0.00 per share as a grant or award, bringing his direct holdings to 98,746 shares.

The award represents earned performance-based restricted stock units that will vest in the first quarter of 2027, subject to his continued employment. These PSUs were tied to a two-year revenue performance period ending December 31, 2025, with company revenue levels resulting in him earning 67% of the originally awarded units.

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

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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^*

Hogge Jerome

(Last) (First) (Middle)

C/O CLARITEV CORPORATION

7900 TYSONS ONE PLACE, SUITE 400

(Street)

MCLEAN VA 22102

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Claritev Corp [ CTEV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	02/18/2026		A(1)		8,723	A	$0	98,746	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 earned performance-based restricted stock units ("PSUs"), which will vest in the first quarter of 2027, subject to Participant's continued employment with Claritev Corporation (the "Company"). The PSUs were earned after certification by the Compensation Committee of Board of Directors of the Company upon the satisfaction of revenue-based performance criteria underlying an award of PSUs granted to the Reporting Person on March 1, 2024 under the terms of the Company's 2020 Omnibus Incentive Plan and the applicable PSU award agreement. The award provides a performance condition based on the Company's revenue for the two-year performance period ending December 31, 2025. The Company's total revenue for the two-year performance period as compared to target resulted in Participant earning 67% of the awarded PSUs based on revenue.

Remarks:

	/s/ Kent Bartholomew, attorney-in-fact	02/20/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Claritev Corp (CTEV) report for Jerome Hogge?

Claritev Corp reported that EVP and COO Jerome Hogge acquired 8,723 shares of Class A common stock as an equity award. This grant came at a price of $0.00 per share and reflects performance-based restricted stock units earned under the company’s 2020 Omnibus Incentive Plan.

How many Claritev Corp (CTEV) shares does Jerome Hogge hold after this Form 4?

After the reported transaction, Jerome Hogge directly holds 98,746 shares of Claritev Corp Class A common stock. This total reflects the addition of 8,723 earned performance-based restricted stock units that were granted to him and recorded as an acquisition in the Form 4 filing.

What type of equity award did Claritev Corp (CTEV) grant to Jerome Hogge?

Jerome Hogge received earned performance-based restricted stock units (PSUs) linked to Claritev Corp Class A common stock. These PSUs were granted at no cost, contingent on revenue-based performance criteria under the company’s 2020 Omnibus Incentive Plan and the applicable PSU award agreement.

When will Jerome Hogge’s Claritev Corp (CTEV) performance stock units vest?

The earned performance-based restricted stock units awarded to Jerome Hogge are scheduled to vest in the first quarter of 2027. Vesting remains subject to his continued employment with Claritev Corp, aligning long-term executive incentives with the company’s multi-year performance and retention goals.

How were Jerome Hogge’s Claritev Corp (CTEV) PSUs performance-tested?

The PSUs were tied to Claritev Corp’s total revenue over a two-year performance period ending December 31, 2025. After the compensation committee certified results versus target, Hogge earned 67% of the originally awarded PSUs based on the company’s revenue performance for that period.

Was Jerome Hogge’s Claritev Corp (CTEV) transaction an open-market purchase?

No, the transaction was not an open-market purchase. It was recorded as a grant, award, or other acquisition of 8,723 shares at $0.00 per share, representing earned performance-based restricted stock units approved and certified under Claritev Corp’s 2020 Omnibus Incentive Plan.