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$CLOV·8-K

CLOVER HEALTH INVESTMENTS, CORP. /DE · Apr 1, 8:32 AM ET

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CLOVER HEALTH INVESTMENTS, CORP. /DE 8-K

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Clover Health Reports CFO Transition; Interim CFO Appointed

What Happened
Clover Health Investments, Corp. filed an 8-K (Item 5.02) disclosing a Chief Financial Officer transition announced March 30, 2026. Peter Kuipers stepped down as the Company’s CFO, principal financial officer and principal accounting officer effective immediately. The Board appointed Clay Thornton (age 36) as Interim Chief Financial Officer and principal financial officer, and appointed Joseph (Joe) Oldakowski (age 43) as principal accounting officer, both effective immediately. Kuipers will remain employed to provide transition services, continue receiving his base salary and equity vesting, and will remain through April 24, 2026; he may be eligible for contractual severance if he signs a general release. The Company also furnished a press release on April 1, 2026 (Item 8.01).

Key Details

  • Effective date: March 30, 2026 (appointments announced and effective immediately).
  • Transition window: Mr. Kuipers will continue transition services and pay/vesting through April 24, 2026.
  • New roles: Clay Thornton (current CFO of Clover Insurance Company; joined Clover in Feb 2024; previously at Humana and other finance roles) named Interim CFO and principal financial officer.
  • Accounting officer: Joe Oldakowski (joined Clover in June/July 2025; prior roles at Point32Health, EmblemHealth) named principal accounting officer.
  • Separation terms: Kuipers’ potential severance tied to his employment agreement (dated April 15, 2024) and delivery of a release.
  • Indemnification: Thornton and Oldakowski are expected to enter the Company’s standard indemnification agreement covering defense costs and liability advancement.

Why It Matters
A change in the CFO and principal accounting officer affects who is responsible for Clover Health’s financial reporting, controls and investor communications. The company has named internal/existing health-insurance finance leaders to fill those roles immediately, which supports near-term continuity. Investors should note the potential severance/contractual obligations tied to Kuipers’ departure and that the Company disclosed no disagreement with Kuipers over operations, policies or practices. The press release announcing the changes was furnished on April 1, 2026.