Reynoso Jamie L. 4

What Happened Jamie L. Reynoso, CEO (Medicare Advantage) of Clover Health Investments, sold 6,229 shares of Class A common stock on July 6, 2026, at $5.26 per share, for proceeds of $32,765. This was a sale (not a purchase) and reflects a routine sell-to-cover to satisfy tax withholding on vested restricted stock units (RSUs), not a discretionary trade.

Key Details

• Transaction type: Open market/private sale (Code S) on 2026-07-06 at $5.26 per share. Total reported proceeds: $32,765.
• Period of report / filing: Transaction relates to RSU vesting on 2026-07-03; Form 4 filed 2026-07-06 (appears timely).
• Shares owned after transaction: Not disclosed in the supplied filing details.
• Footnote: The sale was required to cover tax withholding on 6.25% of RSUs that vested July 3, 2026. The RSUs were granted January 3, 2023; remaining RSUs vest quarterly (6.25% each) with final vesting on January 1, 2027, subject to continued service. The issuer’s equity plan mandates "sell to cover" funding for withholding (footnote F1).
• Not a 10b5-1 plan or option exercise; proceeds reflect tax withholding only, per the filing.

Context Sell-to-cover transactions are common when RSUs vest and generally reflect tax obligations rather than a deliberate decision to liquidate holdings. Such routine withholding sales are less informative about the insider’s market views than outright discretionary purchases.