Osborne Ian 4
4 · CLOVER HEALTH INVESTMENTS, CORP. /DE · Filed Jan 11, 2021
Insider Transaction Report
Form 4
Osborne Ian
DirectorPresident10% Owner
Transactions
- Exercise/Conversion
Class B ordinary share
2021-01-07−20,500,000→ 0 total(indirect: By LLC)→ Class A Common Stock (20,500,000 underlying) - Award
Class A Common Stock
2021-01-07$10.00/sh+5,000,000$50,000,000→ 5,000,000 total(indirect: By Hedosophia Public Investments Limited) - Exercise/Conversion
Class A Common Stock
2021-01-07+20,500,000→ 25,500,000 total(indirect: By LLC)
Footnotes (3)
- [F1]On the basis of the reporting person's relationship with Hedosophia Public Investments Limited, the reporting person may be deemed a beneficial owner of the shares of the Issuer's Class A common stock, par value $0.0001 per share ("Class A Shares"), held by Hedosophia Public Investments Limited. The reporting person disclaims beneficial ownership of the Shares held by Hedosophia Public Investments Limited, except to the extent of his pecuniary interest therein.
- [F2]On January 7, 2021, the Social Capital Hedosophia Holdings Corp. III ("SCH" and the former name of the Issuer) consummated its initial business combination (the "Business Combination") with Clover Health Investments, Corp. In connection with the consummation of the Business Combination, each share of Class B ordinary share, par value $0.0001 per share, of SCH automatically converted into one Class A Share.
- [F3]A majority of the voting interests of SCH Sponsor III LLC ("Sponsor") are held by ChaChaCha SPAC C LLC ("ChaChaCha"). Messrs. Chamath Palihapitiya and Ian Osborne and ChaChaCha may be deemed to beneficially own the Class A Shares held by the Sponsor on the basis of their direct or indirect interests in the Sponsor or their shared control over the Sponsor, as the case may be. Each of Mr. Palihapitiya, Mr. Osborne and ChaChaCha disclaims beneficial ownership of the Class A Shares held by the Sponsor, except to the extent of such person's pecuniary interest therein.