CLOVER HEALTH INVESTMENTS, CORP. /DE·4

Jul 16, 4:55 PM ET

Wai Conrad 4

4 · CLOVER HEALTH INVESTMENTS, CORP. /DE · Filed Jul 16, 2026

Research Summary

AI-generated summary of this filing

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Clover Health CEO Wai Conrad Sells 24,215 Shares

What Happened Wai Conrad, CEO of Clover Health Investments (CLOV) and co-trustee of a family trust, sold 24,215 shares on 2026-07-15 at a weighted-average price of $4.67, generating approximately $113,084. The shares were disposed (sale) and the filing was submitted on 2026-07-16.

Key Details

  • Transaction type: Sale (code S); proceeds ≈ $113,084.
  • Date of transaction: 2026-07-15; Form filed: 2026-07-16 (appears timely).
  • Price: weighted average $4.67; individual trades ranged $4.67–$4.73 (footnote F2).
  • Reason: Sell-to-cover to satisfy tax withholding on the vesting of 6.25% of RSUs originally granted 10/15/2024 (footnote F1). These sales were mandated by the issuer’s equity plan and are not discretionary trades.
  • Other note: Some shares are held in trust for the Reporting Person’s family, of which the Reporting Person is a co-trustee (footnote F3).
  • Shares owned after the transaction: not specified in the provided excerpt.

Context This was a routine sell-to-cover tied to RSU vesting (tax withholding), which is common and does not necessarily indicate a change in insider sentiment. Sales required by equity-plan withholding are treated differently from voluntary open-market disposals.

Insider Transaction Report

Form 4
Period: 2026-07-15
Wai Conrad
CEO, Counterpart Health
Transactions
  • Sale

    Class A Common Stock

    [F1][F2]
    2026-07-15$4.67/sh24,215$113,0841,145,699 total
Holdings
  • Class A Common Stock

    [F3]
    (indirect: By Trust)
    1,390,056
Footnotes (3)
  • [F1]The sales reported on this Form 4 represent shares of Class A Common Stock required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of 6.25% of restricted stock units ("RSUs") originally granted to the Reporting Person on October 15, 2024. The remaining RSUs vest quarterly in equal installments of 6.25%, with the final vesting date occurring on October 15, 2028, subject to the continued service of the Reporting Person on each such vesting date. These sales are mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and do not represent discretionary trades by the Reporting Person.
  • [F2]The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $4.67 to $4.73, inclusive. The Reporting Person undertakes to provide to the Issuer, any securityholder of the Issuer, or the staff of the Securities and Exchange Commission (the "SEC"), upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (2) to this Form 4.
  • [F3]Shares held in trust for the benefit of the Reporting Person's family, of which the Reporting Person is a co-trustee.
Signature
/s/ Peter J. Rivas as attorney-in-fact for Conrad Wai|2026-07-16

Documents

1 file
  • 4
    wk-form4_1784235321.xmlPrimary

    FORM 4