4Filed Aug 16, 8:00 PM ET

Clover Health (CLOV) Interim CFO Joseph Clay Thornton Sells 17,775 Shares

$CLOV · CLOVER HEALTH INVESTMENTS, CORP. /DE

Research Summary

AI-generated summary of this SEC filing

Updated

Clover Health (CLOV) Interim CFO Joseph Clay Thornton Sells 17,775 Shares

What Happened Joseph Clay Thornton, Interim Chief Financial Officer of Clover Health Investments (CLOV), sold 17,775 shares on August 17, 2026. The sales were executed as an open-market sell-to-cover transaction at a weighted average price of $4.39 per share (prices ranged $4.29–$4.39), generating approximately $78,032 in proceeds. This was a sale (not a purchase) and reflects a routine tax-withholding action rather than a discretionary trade.

Key Details

  • Transaction date: August 17, 2026. Transaction type: Sale (open market / sell-to-cover).
  • Shares sold: 17,775; weighted average price: $4.39; price range: $4.29–$4.39; proceeds ≈ $78,032.
  • Reason (footnote): Sale required to satisfy tax withholding on the vesting of 6.25% of previously granted RSUs that vested on August 16, 2026; RSUs were granted Feb 16, 2024.
  • Vesting schedule: Remaining RSUs vest quarterly in equal 6.25% installments, final vesting expected Feb 16, 2028, subject to continued service.
  • Shares owned after transaction: Not disclosed in the Form 4 filing.
  • Filing timeliness: Reported on August 17, 2026 (same day as the reported transaction), indicating a timely filing.
  • Additional note (footnote): The $4.39 figure is a weighted average; the filer can provide per-trade price breakdown upon request.

Context Sell-to-cover transactions are common when restricted stock units vest and are used solely to meet tax-withholding obligations; they are generally considered routine and do not necessarily indicate insider sentiment about the company. This filing documents mandated tax-related sales tied to RSU vesting rather than discretionary selling by the insider.