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CLOVER HEALTH INVESTMENTS, CORP. /DE

For the period ended Mar 31, 2025. Filed May 9, 2025.

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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2025 · Filed May 9, 2025

CLOV$4.83+0.2%Stored close · as of Nov 9, 2026

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Item 5. Other Information

During the three months ended March 31, 2025, as described below, two of the Company’s officers (as defined in Rule 16a-1(f) of the Exchange Act)adopted orterminated a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408(a) of Regulation S-K of the Securities Act). None of the Company's directors (as defined in Rule 16a-1(f) of the Exchange Act) entered into such a trading arrangement during the quarter.

On March 3, 2025, Conrad Wai, the Chief Executive Officer of Counterpart Health, Inc., our subsidiary, adopted a Rule 10b5-1 trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended. The trading plan was entered into during an open trading window in accordance with the Company’s Insider Trading Policy and includes a cooling-off period of 90 days. The plan provides for the potential sale of up to 1,725,426 shares of the Company’s Class A Common Stock, subject to specified market price conditions and other terms, beginning no earlier than June 4, 2025, and ending no later than June 3, 2026. Mr. Wai has informed the Company that the purpose of the trading plan is to facilitate personal financial planning, including tax and diversification strategies. Any transactions under the plan will be disclosed publicly through Form 4 filings with the Securities and Exchange Commission, as applicable.

On March 13, 2025, Jamie Reynoso, our Chief Executive Officer of Medicare Advantage, adopted a Rule 10b5-1 trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Securities Exchange Act of 1934, as amended. The trading plan was entered into during an open trading window in accordance with the Company’s Insider Trading Policy and includes a cooling-off period of 90 days. The plan provides for the potential sale of up to 336,824 shares of the Company’s Class A Common Stock, subject to specified market price conditions and other terms, beginning no earlier than June 12, 2025, and ending no later than March 20, 2026. Ms. Reynoso has informed the Company that the purpose of the trading plan is to facilitate personal financial planning, including tax and diversification strategies. Any transactions under the plan will be disclosed publicly through Form 4 filings with the Securities and Exchange Commission, as applicable.

The Company undertakes no obligation to update or revise the information provided with respect to any Rule 10b5-1 trading plans that may be adopted by its officers or directors, except as required by law.

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The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.