CLOVER HEALTH INVESTMENTS, CORP. /DE·4

Apr 16, 4:07 PM ET

Wai Conrad 4

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

Research Summary

AI-generated summary of this filing

Updated

Clover Health CEO Wai Conrad Withholds 23,463 Shares for Taxes

What Happened
Wai Conrad, CEO (Counterpart Health), had 23,463 shares of Clover Health (CLOV) withheld on April 15, 2026 to cover tax obligations tied to RSU vesting. The withholding was recorded as a disposition at $2.04 per share, for a cash value of approximately $47,865. This was a tax-withholding event (transaction code F), not an open-market sale.

Key Details

  • Transaction date: April 15, 2026; Filing date: April 16, 2026 (timely).
  • Shares withheld/disposed: 23,463 at $2.04 per share = $47,865.
  • Shares owned after the transaction: Not specified in this Form 4.
  • Footnote F1: The shares were automatically withheld to cover taxes on the vesting of 6.25% of RSUs originally granted Oct 15, 2024; remaining RSUs vest quarterly (6.25% each) with final vesting on Oct 15, 2028, subject to continued service.
  • Footnote F2: Some shares are held in a trust for the Reporting Person’s family, for which the Reporting Person is a co-trustee.

Context
This was a routine tax-withholding related to RSU vesting. Withheld shares to cover taxes are common and do not necessarily signal insider sentiment about the company—unlike open-market purchases, they typically reflect tax obligations on awarded equity.

Insider Transaction Report

Form 4
Period: 2026-04-15
Wai Conrad
CEO, Counterpart Health
Transactions
  • Tax Payment

    Class A Common Stock

    [F1]
    2026-04-15$2.04/sh23,463$47,8651,169,914 total
Holdings
  • Class A Common Stock

    [F2]
    (indirect: By Trust)
    1,610,482
Footnotes (2)
  • [F1]Represents shares of Class A Common Stock that were automatically withheld to cover tax obligations on April 15, 2026, due to the vesting of 6.25% of the original number of restricted stock units (RSUs) granted to the Reporting Person on October 15, 2024, and timely reported on a Form 4 filed on October 17, 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.
  • [F2]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|2026-04-16

Documents

1 file
  • 4
    wk-form4_1776370018.xmlPrimary

    FORM 4