Kuipers Peter J. 4

What Happened

• Peter J. Kuipers, Chief Financial Officer of Clover Health Investments, had 156,856 shares of Class A common stock withheld on January 29, 2026 to cover tax obligations tied to RSU vesting. The shares were valued at $2.31 each, a total value of approximately $362,337. This was a withholding to satisfy taxes upon vesting, not an open‑market sale.

Key Details

• Transaction date: 2026-01-29; Filing date: 2026-02-02 (timely)
• Price per share: $2.31; Shares withheld/disposed: 156,856; Aggregate value ≈ $362,337
• Reason: Automatic share withholding to cover tax liabilities on 6.25% of the original time‑based RSU grant awarded April 29, 2024 (see footnote)
• Remaining RSUs vest in equal quarterly installments with a final vesting date of April 29, 2028, subject to continued service
• Shares owned after transaction: not specified in the provided filing excerpt
• Transaction code: F (tax withholding), which is a routine administrative disposition rather than a market sale or purchase

Context

• This transaction represents a common corporate practice where a portion of vested RSUs are retained by the company to satisfy withholding taxes; it does not necessarily indicate a change in the insider’s view of the company. For investors, purchases often carry more signaling value than routine tax withholdings.