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CLOV

CLOVER HEALTH INVESTMENTS, CORP. /DE

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Tapewire entity
4419
SEC CIK
0001801170
Parsed reports
342

Last 12 months

Inside the activity.

0 purchase rows · 35 sale rows

Disclosed non-derivative P/S rows, by transaction month. Includes amendments and private transactions.
Monthly counts
MonthPurchasesSales
Nov 202501
Dec 202501
Jan 202602
Feb 202600
Mar 202602
Apr 202600
May 202603
Jun 202605
Jul 2026010
Aug 202602
Sep 202606
Oct 202603

Latest available

Insider transactions

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateOwner / reported roleActivity / securityShares / unitsReported priceReported valueDetails
January 07, 2022 Filed Jan 11, 2022 21:23 UTC Exercise / conversionClass A Common Stock 27,100 $0.00 $0.00
Disclosure

SEC source: 0001628280-22-000725 · wf-form4_164195418269205.xml · nonDerivative · entry 1

Robinson William G Jr · CIK 0001604046 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 27,100

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

Read SEC document
January 07, 2022 Filed Jan 12, 2022 02:51 UTC
Garipalli VivekDirector · Chief Executive Officer · 10% owner
Exercise / conversionRestricted Stock Unit · Derivative 3,342,698 $0.00 $0.00
Disclosure

SEC source: 0001628280-22-000730 · wf-form4_164195588944291.xml · derivative · entry 3

Garipalli Vivek · CIK 0001839260 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 13,370,793

Underlying: Class B Common Stock · 3,342,698 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class B Common Stock upon settlement for no consideration.

F2 · derivative.exercise_date: On January 7, 2021, the Reporting Person was granted 16,713,491 RSUs, vesting in equal annual installments over five years, beginning on January 7, 2022, subject to the continuous service of the Reporting Person as CEO, Co-CEO or Executive Chairman of the Issuer through each vesting date. Shares of the Issuer's Class B common stock will be delivered to the Reporting Person upon vesting.

F2 · derivative.expiration_date: On January 7, 2021, the Reporting Person was granted 16,713,491 RSUs, vesting in equal annual installments over five years, beginning on January 7, 2022, subject to the continuous service of the Reporting Person as CEO, Co-CEO or Executive Chairman of the Issuer through each vesting date. Shares of the Issuer's Class B common stock will be delivered to the Reporting Person upon vesting.

F3 · derivative.underlying: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer.

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January 07, 2022 Filed Jan 12, 2022 02:51 UTC
Garipalli VivekDirector · Chief Executive Officer · 10% owner
Tax withholdingClass B Common Stock 1,664,825 $3.16 $5,260,847.00
Disclosure

SEC source: 0001628280-22-000730 · wf-form4_164195588944291.xml · nonDerivative · entry 2

Garipalli Vivek · CIK 0001839260 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 1,677,873

Read SEC document
January 07, 2022 Filed Jan 12, 2022 02:51 UTC
Garipalli VivekDirector · Chief Executive Officer · 10% owner
Exercise / conversionClass B Common Stock 3,342,698 Not disclosed Not disclosed
Disclosure

SEC source: 0001628280-22-000730 · wf-form4_164195588944291.xml · nonDerivative · entry 1

Garipalli Vivek · CIK 0001839260 · Director · Chief Executive Officer · 10% owner

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,342,698

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class B Common Stock upon settlement for no consideration.

Read SEC document
January 07, 2022 Filed Apr 27, 2023 01:50 UTC
Reynoso Jamie L.CEO of Medicare Advantage
Tax withholdingClass A Common Stock 15,830 $3.16 $50,022.80
Disclosure

SEC source: 0000895345-23-000252 · form4.xml · nonDerivative · entry 1

Reynoso Jamie L. · CIK 0001839066 · CEO of Medicare Advantage

10b5-1 filing: No plan indicated

Ownership: Direct

Disclosed balance after: 1,437,766

F1 · shares: Represents shares of the Issuer's Class A Common Stock that were automatically withheld by the Issuer to cover the Reporting Person's tax obligations upon the vesting of 25% of the original number of time-based restricted stock units ("RSUs") granted to the Reporting Person on July 16, 2021, on each of January 7, 2022 and January 7, 2023. The original grant was timely reported on a Form 4 filed on July 20, 2021.

F2 · balance_after: The number of shares of the Issuer's Class A Common Stock reported as beneficially owned includes an adjustment from the most recent Form 4 filing to reflect 1,281 shares of the Issuer's Class A Common Stock withheld by the Issuer to cover the Reporting Person's tax obligations in connection with a prior vesting event that was reported on a Form 4/A filed on the same date as this Form 4 report.

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November 22, 2021 Filed Nov 24, 2021 18:22 UTC
Palihapitiya Chamath10% owner · See Remarks
ChaChaCha SPAC C, LLC10% owner · Former Director
SCH Sponsor III LLC10% owner · Former Director
PurchaseClass A Common Stock 1,739,130 $5.75 $9,999,997.50
Disclosure

SEC source: 0001209191-21-066848 · doc4.xml · nonDerivative · entry 4

Palihapitiya Chamath · CIK 0001715450 · 10% owner · See Remarks

ChaChaCha SPAC C, LLC · CIK 0001806665 · 10% owner · Former Director

SCH Sponsor III LLC · CIK 0001806247 · 10% owner · Former Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By SC Ventures Holdings, LLC

Disclosed balance after: 1,739,130

F7 · ownership.nature: Reflects securities held by SC Ventures Holdings, LLC ("SC Ventures"). On the basis of Mr. Palihapitiya's relationship with SC Ventures, Mr. Palihapitiya may be deemed a beneficial owner of the Issuer securities held by SC Ventures. Mr. Palihapitiya disclaims beneficial ownership of the Issuer securities held by SC Ventures, except to the extent of his pecuniary interest therein.

Read SEC document
November 22, 2021 Filed Nov 24, 2021 23:06 UTC
GREENOAKS LLC10% owner · See Remarks
MEHTA NEIL10% owner
OtherClass B Common Stock · Derivative 24,333,120 Not disclosed Not disclosed
Disclosure

SEC source: 0000902664-21-005107 · ownership.xml · derivative · entry 1

GREENOAKS CAPITAL PARTNERS LLC · CIK 0001840735 · 10% owner · See Remarks

MEHTA NEIL · CIK 0001840890 · 10% owner

PERETZ BENJAMIN · CIK 0001840428 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 25,754,556

Underlying: Class A Common Stock · 24,333,120 shares

Expires not disclosed

F1 · derivative.exercise_price: This transaction represents a pro-rata in-kind distribution by certain funds and accounts to which Greenoaks Capital Partners LLC ("Greenoaks Capital") serves as the investment adviser. All shares of Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events, including upon a transfer, other than certain permitted transfers, as set forth in the Issuer's certificate of incorporation, which is filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on January 12, 2021. Accordingly, such shares automatically converted in connection with the receipt of such distribution by the distributees. Subject to such automatic conversion provisions, the shares of Class B Common Stock have no expiration date. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.

F1 · kind: This transaction represents a pro-rata in-kind distribution by certain funds and accounts to which Greenoaks Capital Partners LLC ("Greenoaks Capital") serves as the investment adviser. All shares of Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events, including upon a transfer, other than certain permitted transfers, as set forth in the Issuer's certificate of incorporation, which is filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on January 12, 2021. Accordingly, such shares automatically converted in connection with the receipt of such distribution by the distributees. Subject to such automatic conversion provisions, the shares of Class B Common Stock have no expiration date. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.

F1 · shares: This transaction represents a pro-rata in-kind distribution by certain funds and accounts to which Greenoaks Capital Partners LLC ("Greenoaks Capital") serves as the investment adviser. All shares of Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events, including upon a transfer, other than certain permitted transfers, as set forth in the Issuer's certificate of incorporation, which is filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on January 12, 2021. Accordingly, such shares automatically converted in connection with the receipt of such distribution by the distributees. Subject to such automatic conversion provisions, the shares of Class B Common Stock have no expiration date. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.

F1 · price: This transaction represents a pro-rata in-kind distribution by certain funds and accounts to which Greenoaks Capital Partners LLC ("Greenoaks Capital") serves as the investment adviser. All shares of Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events, including upon a transfer, other than certain permitted transfers, as set forth in the Issuer's certificate of incorporation, which is filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on January 12, 2021. Accordingly, such shares automatically converted in connection with the receipt of such distribution by the distributees. Subject to such automatic conversion provisions, the shares of Class B Common Stock have no expiration date. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.

F1 · derivative.exercise_date: This transaction represents a pro-rata in-kind distribution by certain funds and accounts to which Greenoaks Capital Partners LLC ("Greenoaks Capital") serves as the investment adviser. All shares of Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events, including upon a transfer, other than certain permitted transfers, as set forth in the Issuer's certificate of incorporation, which is filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on January 12, 2021. Accordingly, such shares automatically converted in connection with the receipt of such distribution by the distributees. Subject to such automatic conversion provisions, the shares of Class B Common Stock have no expiration date. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.

F1 · derivative.expiration_date: This transaction represents a pro-rata in-kind distribution by certain funds and accounts to which Greenoaks Capital Partners LLC ("Greenoaks Capital") serves as the investment adviser. All shares of Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events, including upon a transfer, other than certain permitted transfers, as set forth in the Issuer's certificate of incorporation, which is filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on January 12, 2021. Accordingly, such shares automatically converted in connection with the receipt of such distribution by the distributees. Subject to such automatic conversion provisions, the shares of Class B Common Stock have no expiration date. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.

F2 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Greenoaks Capital serves as the investment adviser and related persons or entities. Neil Mehta and Benjamin Peretz serve as Managing Directors of Greenoaks Capital.

Read SEC document
September 08, 2021 Filed Sep 11, 2021 00:58 UTC
GREENOAKS LLC10% owner
MEHTA NEIL10% owner
OtherClass B Common Stock · Derivative 24,624,561 Not disclosed Not disclosed
Disclosure

SEC source: 0000902664-21-004188 · ownership.xml · derivative · entry 1

GREENOAKS CAPITAL PARTNERS LLC · CIK 0001840735 · 10% owner

MEHTA NEIL · CIK 0001840890 · 10% owner

PERETZ BENJAMIN · CIK 0001840428 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 50,087,676

Underlying: Class A Common Stock · 24,624,561 shares

Expires not disclosed

F1 · derivative.exercise_price: This transaction represents a pro-rata in-kind distribution by certain funds and accounts to which Greenoaks Capital Partners LLC ("Greenoaks Capital") serves as the investment adviser. All shares of Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events, including upon a transfer, other than certain permitted transfers, as set forth in the Issuer's certificate of incorporation, which is filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on January 12, 2021. Accordingly, such shares automatically converted in connection with the receipt of such distribution by the distributees. Subject to such automatic conversion provisions, the shares of Class B Common Stock have no expiration date. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.

F1 · kind: This transaction represents a pro-rata in-kind distribution by certain funds and accounts to which Greenoaks Capital Partners LLC ("Greenoaks Capital") serves as the investment adviser. All shares of Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events, including upon a transfer, other than certain permitted transfers, as set forth in the Issuer's certificate of incorporation, which is filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on January 12, 2021. Accordingly, such shares automatically converted in connection with the receipt of such distribution by the distributees. Subject to such automatic conversion provisions, the shares of Class B Common Stock have no expiration date. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.

F1 · shares: This transaction represents a pro-rata in-kind distribution by certain funds and accounts to which Greenoaks Capital Partners LLC ("Greenoaks Capital") serves as the investment adviser. All shares of Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events, including upon a transfer, other than certain permitted transfers, as set forth in the Issuer's certificate of incorporation, which is filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on January 12, 2021. Accordingly, such shares automatically converted in connection with the receipt of such distribution by the distributees. Subject to such automatic conversion provisions, the shares of Class B Common Stock have no expiration date. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.

F1 · price: This transaction represents a pro-rata in-kind distribution by certain funds and accounts to which Greenoaks Capital Partners LLC ("Greenoaks Capital") serves as the investment adviser. All shares of Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events, including upon a transfer, other than certain permitted transfers, as set forth in the Issuer's certificate of incorporation, which is filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on January 12, 2021. Accordingly, such shares automatically converted in connection with the receipt of such distribution by the distributees. Subject to such automatic conversion provisions, the shares of Class B Common Stock have no expiration date. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.

F1 · derivative.exercise_date: This transaction represents a pro-rata in-kind distribution by certain funds and accounts to which Greenoaks Capital Partners LLC ("Greenoaks Capital") serves as the investment adviser. All shares of Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events, including upon a transfer, other than certain permitted transfers, as set forth in the Issuer's certificate of incorporation, which is filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on January 12, 2021. Accordingly, such shares automatically converted in connection with the receipt of such distribution by the distributees. Subject to such automatic conversion provisions, the shares of Class B Common Stock have no expiration date. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.

F1 · derivative.expiration_date: This transaction represents a pro-rata in-kind distribution by certain funds and accounts to which Greenoaks Capital Partners LLC ("Greenoaks Capital") serves as the investment adviser. All shares of Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events, including upon a transfer, other than certain permitted transfers, as set forth in the Issuer's certificate of incorporation, which is filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on January 12, 2021. Accordingly, such shares automatically converted in connection with the receipt of such distribution by the distributees. Subject to such automatic conversion provisions, the shares of Class B Common Stock have no expiration date. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.

F3 · balance_after: The Form 4 filed by the Reporting Persons on July 8, 2021 reported a pro-rata in-kind distribution of 21,463,951 shares. The Reporting Persons in fact distributed 21,619,101 shares. The number of shares set forth on this line reflects such correction.

F2 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Greenoaks Capital serves as the investment adviser and related persons or entities. Neil Mehta and Benjamin Peretz serve as Managing Directors of Greenoaks Capital.

Read SEC document
August 20, 2021 Filed Nov 24, 2021 18:22 UTC
Palihapitiya Chamath10% owner · See Remarks
ChaChaCha SPAC C, LLC10% owner · Former Director
SCH Sponsor III LLC10% owner · Former Director
OtherClass A Common Stock 750,000 $0.00 $0.00
Disclosure

SEC source: 0001209191-21-066848 · doc4.xml · nonDerivative · entry 3

Palihapitiya Chamath · CIK 0001715450 · 10% owner · See Remarks

ChaChaCha SPAC C, LLC · CIK 0001806665 · 10% owner · Former Director

SCH Sponsor III LLC · CIK 0001806247 · 10% owner · Former Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By ChaChaCha SPAC C LLC

Disclosed balance after: 28,408,480

F6 · kind: Reflects a distribution of shares by ChaChaCha for no value.

F5 · ownership.nature: Reflects securities held by ChaChaCha. On the basis of Mr. Palihapitiya's relationship with ChaChaCha, Mr. Palihapitiya may be deemed a beneficial owner of the Issuer securities held by ChaChaCha. Mr. Palihapitiya disclaims beneficial ownership of the Issuer securities held by ChaChaCha, except to the extent of his pecuniary interest therein.

Read SEC document
August 16, 2021 Filed Nov 24, 2021 18:22 UTC
Palihapitiya Chamath10% owner · See Remarks
ChaChaCha SPAC C, LLC10% owner · Former Director
SCH Sponsor III LLC10% owner · Former Director
Exercise / conversionWarrants · Derivative 9,020,000 Not disclosed Not disclosed
Disclosure

SEC source: 0001209191-21-066848 · doc4.xml · derivative · entry 6

Palihapitiya Chamath · CIK 0001715450 · 10% owner · See Remarks

ChaChaCha SPAC C, LLC · CIK 0001806665 · 10% owner · Former Director

SCH Sponsor III LLC · CIK 0001806247 · 10% owner · Former Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By ChaChaCha SPAC C LLC

Disclosed balance after: 0

Underlying: Class A Common Stock · 2,245,980 shares

Expires 2026-01-07

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · derivative.exercise_price: These warrants were exercised in a "Make-Whole Exercise" prior to a redemption of such warrants by the Issuer. Pursuant to the terms of the warrants relating to a Make-Whole Exercise, the warrants held by ChaChaCha were exercised for 2,245,980 shares of Issuer common stock.

F9 · shares: Prior to the exercise of the warrants reported herein, these warrants were received by ChaChaCha as part of a pro rata distribution from the Sponsor, which was exempt under Rules 16a-9 and 16a-13 under the Securities Exchange Act of 1934, as amended.

F1 · price: Reflects a distribution of securities by SCH Sponsor III LLC (the "Sponsor") made to its members on a pro rata basis.

F8 · derivative.exercise_date: These warrants were fully vested and exercisable.

F3 · derivative.underlying_shares: These warrants were exercised in a "Make-Whole Exercise" prior to a redemption of such warrants by the Issuer. Pursuant to the terms of the warrants relating to a Make-Whole Exercise, the warrants held by ChaChaCha were exercised for 2,245,980 shares of Issuer common stock.

F5 · ownership.nature: Reflects securities held by ChaChaCha. On the basis of Mr. Palihapitiya's relationship with ChaChaCha, Mr. Palihapitiya may be deemed a beneficial owner of the Issuer securities held by ChaChaCha. Mr. Palihapitiya disclaims beneficial ownership of the Issuer securities held by ChaChaCha, except to the extent of his pecuniary interest therein.

Read SEC document
August 16, 2021 Filed Nov 24, 2021 18:22 UTC
Palihapitiya Chamath10% owner · See Remarks
ChaChaCha SPAC C, LLC10% owner · Former Director
SCH Sponsor III LLC10% owner · Former Director
Exercise / conversionClass A Common Stock 2,245,980 Not disclosed Not disclosed
Disclosure

SEC source: 0001209191-21-066848 · doc4.xml · nonDerivative · entry 2

Palihapitiya Chamath · CIK 0001715450 · 10% owner · See Remarks

ChaChaCha SPAC C, LLC · CIK 0001806665 · 10% owner · Former Director

SCH Sponsor III LLC · CIK 0001806247 · 10% owner · Former Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By ChaChaCha SPAC C LLC

Disclosed balance after: 29,158,480

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · shares: These warrants were exercised in a "Make-Whole Exercise" prior to a redemption of such warrants by the Issuer. Pursuant to the terms of the warrants relating to a Make-Whole Exercise, the warrants held by ChaChaCha were exercised for 2,245,980 shares of Issuer common stock.

F3 · price: These warrants were exercised in a "Make-Whole Exercise" prior to a redemption of such warrants by the Issuer. Pursuant to the terms of the warrants relating to a Make-Whole Exercise, the warrants held by ChaChaCha were exercised for 2,245,980 shares of Issuer common stock.

F4 · balance_after: Includes shares of Issuer common stock received by ChaChaCha as part of a pro rata distribution from the Sponsor, which was exempt under Rules 16a-9 and 16a-13 under the Securities Exchange Act of 1934, as amended.

F5 · ownership.nature: Reflects securities held by ChaChaCha. On the basis of Mr. Palihapitiya's relationship with ChaChaCha, Mr. Palihapitiya may be deemed a beneficial owner of the Issuer securities held by ChaChaCha. Mr. Palihapitiya disclaims beneficial ownership of the Issuer securities held by ChaChaCha, except to the extent of his pecuniary interest therein.

Read SEC document
August 09, 2021 Filed Aug 11, 2021 22:18 UTC
Wagner Joseph F.Chief Financial Officer
ConversionClass B Common Stock · Derivative 25,000 $0.00 $0.00
Disclosure

SEC source: 0000899243-21-032568 · doc4.xml · derivative · entry 4

Wagner Joseph F. · CIK 0001839810 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 25,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

F1 · derivative.exercise_date: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

F1 · derivative.expiration_date: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

Read SEC document
August 09, 2021 Filed Aug 11, 2021 22:18 UTC
Wagner Joseph F.Chief Financial Officer
Exercise / conversionClass B Common Stock · Derivative 25,000 $0.00 Strike: $2.23 $0.00
Disclosure

SEC source: 0000899243-21-032568 · doc4.xml · derivative · entry 3

Wagner Joseph F. · CIK 0001839810 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 25,000

Underlying: Class A Common Stock · 25,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_date: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

F1 · derivative.expiration_date: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

Read SEC document
August 09, 2021 Filed Aug 11, 2021 22:18 UTC
Wagner Joseph F.Chief Financial Officer
Exercise / conversionStock Options (right to buy) · Derivative 25,000 $0.00 Strike: $2.23 $0.00
Disclosure

SEC source: 0000899243-21-032568 · doc4.xml · derivative · entry 2

Wagner Joseph F. · CIK 0001839810 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 492,018

Underlying: Class B Common Stock · 25,000 shares

Expires 2030-02-03

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · derivative.exercise_date: 100% of the stock option is immediately exercisable. The stock option vested as to 1/5th of the total number of shares on December 30, 2020 and continues to vest as to 1/60th of the total number of shares in equal monthly installments thereafter, subject to the continuous service of the Reporting Person on each vesting date.

Read SEC document
August 09, 2021 Filed Aug 11, 2021 22:18 UTC
Wagner Joseph F.Chief Financial Officer
ConversionClass A Common Stock 25,000 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-21-032568 · doc4.xml · nonDerivative · entry 1

Wagner Joseph F. · CIK 0001839810 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 25,000

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

Read SEC document
July 16, 2021 Filed Jul 21, 2021 01:50 UTC
Reynoso Jamie L.Chief Operating Officer
GrantClass A Common Stock 220,820 $0.00 $0.00
Disclosure

SEC source: 0000899243-21-029107 · doc4.xml · nonDerivative · entry 1

Reynoso Jamie L. · CIK 0001839066 · Chief Operating Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 220,820

F1 · shares: Represents shares of Class A common stock underlying a time-based restricted stock unit award ("RSUs"). The RSUs will vest in equal annual installments over four years, beginning on January 7, 2022, subject to the continuous service of the Reporting Person on each vesting date.

Read SEC document
July 08, 2021 Filed Jul 12, 2021 19:09 UTC
Singh PrabhdeepChief Growth Officer
GrantClass A Common Stock 52,798 $0.00 $0.00
Disclosure

SEC source: 0001209191-21-046356 · doc4.xml · nonDerivative · entry 2

Singh Prabhdeep · CIK 0001870027 · Chief Growth Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 263,991

F2 · shares: Represents shares of Class A common stock underlying RSUs. The RSUs will vest in full on July 6, 2022, subject to the continuous service of the Reporting Person on such vesting date.

Read SEC document
July 08, 2021 Filed Jul 12, 2021 19:09 UTC
Singh PrabhdeepChief Growth Officer
GrantClass A Common Stock 211,193 $0.00 $0.00
Disclosure

SEC source: 0001209191-21-046356 · doc4.xml · nonDerivative · entry 1

Singh Prabhdeep · CIK 0001870027 · Chief Growth Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 211,193

F1 · shares: Represents shares of Class A common stock underlying a time-based restricted stock unit award ("RSUs"). The RSUs will vest in equal annual installments over four years, beginning on July 6, 2022, subject to the continuous service of the Reporting Person on each vesting date.

Read SEC document
July 07, 2021 Filed Nov 24, 2021 18:22 UTC
Palihapitiya Chamath10% owner · See Remarks
ChaChaCha SPAC C, LLC10% owner · Former Director
SCH Sponsor III LLC10% owner · Former Director
OtherWarrants · Derivative 10,933,333 Not disclosed Strike: $11.50 Not disclosed
Disclosure

SEC source: 0001209191-21-066848 · doc4.xml · derivative · entry 5

Palihapitiya Chamath · CIK 0001715450 · 10% owner · See Remarks

ChaChaCha SPAC C, LLC · CIK 0001806665 · 10% owner · Former Director

SCH Sponsor III LLC · CIK 0001806247 · 10% owner · Former Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By SCH Sponsor III LLC

Disclosed balance after: 0

Underlying: Class A Common Stock · 10,933,333 shares

Expires 2026-01-07

F1 · kind: Reflects a distribution of securities by SCH Sponsor III LLC (the "Sponsor") made to its members on a pro rata basis.

F1 · price: Reflects a distribution of securities by SCH Sponsor III LLC (the "Sponsor") made to its members on a pro rata basis.

F8 · derivative.exercise_date: These warrants were fully vested and exercisable.

F2 · ownership.nature: Reflects securities held by the Sponsor. Messrs. Chamath Palihapitiya and Ian Osborne and ChaChaCha SPAC C LLC ("ChaChaCha") may be deemed to beneficially own the Issuer securities held by the Sponsor on the basis of their direct or indirect interests in the Sponsor or their shared control over the Sponsor, as the case may be. Each of Mr. Palihapitiya, Mr. Osborne and ChaChaCha disclaims beneficial ownership of the Issuer securities held by the Sponsor, except to the extent of such person's pecuniary interest therein.

Read SEC document
July 07, 2021 Filed Nov 24, 2021 18:22 UTC
Palihapitiya Chamath10% owner · See Remarks
ChaChaCha SPAC C, LLC10% owner · Former Director
SCH Sponsor III LLC10% owner · Former Director
OtherClass A Common Stock 20,500,000 Not disclosed Not disclosed
Disclosure

SEC source: 0001209191-21-066848 · doc4.xml · nonDerivative · entry 1

Palihapitiya Chamath · CIK 0001715450 · 10% owner · See Remarks

ChaChaCha SPAC C, LLC · CIK 0001806665 · 10% owner · Former Director

SCH Sponsor III LLC · CIK 0001806247 · 10% owner · Former Director

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By SCH Sponsor III LLC

Disclosed balance after: 0

F1 · kind: Reflects a distribution of securities by SCH Sponsor III LLC (the "Sponsor") made to its members on a pro rata basis.

F1 · price: Reflects a distribution of securities by SCH Sponsor III LLC (the "Sponsor") made to its members on a pro rata basis.

F2 · ownership.nature: Reflects securities held by the Sponsor. Messrs. Chamath Palihapitiya and Ian Osborne and ChaChaCha SPAC C LLC ("ChaChaCha") may be deemed to beneficially own the Issuer securities held by the Sponsor on the basis of their direct or indirect interests in the Sponsor or their shared control over the Sponsor, as the case may be. Each of Mr. Palihapitiya, Mr. Osborne and ChaChaCha disclaims beneficial ownership of the Issuer securities held by the Sponsor, except to the extent of such person's pecuniary interest therein.

Read SEC document
July 06, 2021 Filed Jul 9, 2021 00:35 UTC
GREENOAKS LLC10% owner
MEHTA NEIL10% owner
OtherClass B Common Stock · Derivative 21,463,951 Not disclosed Not disclosed
Disclosure

SEC source: 0000902664-21-003395 · ownership.xml · derivative · entry 1

GREENOAKS CAPITAL PARTNERS LLC · CIK 0001840735 · 10% owner

MEHTA NEIL · CIK 0001840890 · 10% owner

PERETZ BENJAMIN · CIK 0001840428 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See footnote

Disclosed balance after: 74,867,387

Underlying: Class A Common Stock · 21,463,951 shares

Expires not disclosed

F1 · derivative.exercise_price: This transaction represents a pro-rata in-kind distribution by certain funds and accounts to which Greenoaks Capital Partners LLC ("Greenoaks Capital") serves as the investment adviser. All shares of Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events, including upon a transfer, other than certain permitted transfers, as set forth in the Issuer's certificate of incorporation, which is filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on January 12, 2021. Accordingly, such shares automatically converted in connection with the receipt of such distribution by the distributees. Subject to such automatic conversion provisions, the shares of Class B Common Stock have no expiration date. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.

F1 · kind: This transaction represents a pro-rata in-kind distribution by certain funds and accounts to which Greenoaks Capital Partners LLC ("Greenoaks Capital") serves as the investment adviser. All shares of Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events, including upon a transfer, other than certain permitted transfers, as set forth in the Issuer's certificate of incorporation, which is filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on January 12, 2021. Accordingly, such shares automatically converted in connection with the receipt of such distribution by the distributees. Subject to such automatic conversion provisions, the shares of Class B Common Stock have no expiration date. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.

F1 · shares: This transaction represents a pro-rata in-kind distribution by certain funds and accounts to which Greenoaks Capital Partners LLC ("Greenoaks Capital") serves as the investment adviser. All shares of Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events, including upon a transfer, other than certain permitted transfers, as set forth in the Issuer's certificate of incorporation, which is filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on January 12, 2021. Accordingly, such shares automatically converted in connection with the receipt of such distribution by the distributees. Subject to such automatic conversion provisions, the shares of Class B Common Stock have no expiration date. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.

F1 · price: This transaction represents a pro-rata in-kind distribution by certain funds and accounts to which Greenoaks Capital Partners LLC ("Greenoaks Capital") serves as the investment adviser. All shares of Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events, including upon a transfer, other than certain permitted transfers, as set forth in the Issuer's certificate of incorporation, which is filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on January 12, 2021. Accordingly, such shares automatically converted in connection with the receipt of such distribution by the distributees. Subject to such automatic conversion provisions, the shares of Class B Common Stock have no expiration date. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.

F1 · derivative.exercise_date: This transaction represents a pro-rata in-kind distribution by certain funds and accounts to which Greenoaks Capital Partners LLC ("Greenoaks Capital") serves as the investment adviser. All shares of Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events, including upon a transfer, other than certain permitted transfers, as set forth in the Issuer's certificate of incorporation, which is filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on January 12, 2021. Accordingly, such shares automatically converted in connection with the receipt of such distribution by the distributees. Subject to such automatic conversion provisions, the shares of Class B Common Stock have no expiration date. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.

F1 · derivative.expiration_date: This transaction represents a pro-rata in-kind distribution by certain funds and accounts to which Greenoaks Capital Partners LLC ("Greenoaks Capital") serves as the investment adviser. All shares of Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events, including upon a transfer, other than certain permitted transfers, as set forth in the Issuer's certificate of incorporation, which is filed as Exhibit 3.1 to the Issuer's Current Report on Form 8-K filed by the Issuer with the Securities and Exchange Commission on January 12, 2021. Accordingly, such shares automatically converted in connection with the receipt of such distribution by the distributees. Subject to such automatic conversion provisions, the shares of Class B Common Stock have no expiration date. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.

F2 · ownership.nature: The securities reported herein are held by certain funds and accounts to which Greenoaks Capital serves as the investment adviser and related persons or entities. Neil Mehta and Benjamin Peretz serve as Managing Directors of Greenoaks Capital.

Read SEC document
April 13, 2021 Filed Apr 15, 2021 20:18 UTC GrantRestricted Stock Unit · Derivative 25,608 $0.00 $0.00
Disclosure

SEC source: 0001209191-21-026829 · doc4.xml · derivative · entry 1

Kouzoukas Demetrios L. · CIK 0001856511 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 25,608

Underlying: Class A Common Stock · 25,608 shares

Expires not disclosed

F1 · derivative.exercise_price: Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement for no consideration.

F2 · derivative.exercise_date: 100% of the shares subject to the award shall vest on the date of the 2022 Annual Meeting, subject to Mr. Kouzoukas' continued service as a member of the Board through such vesting date.

F2 · derivative.expiration_date: 100% of the shares subject to the award shall vest on the date of the 2022 Annual Meeting, subject to Mr. Kouzoukas' continued service as a member of the Board through such vesting date.

Read SEC document
April 01, 2021 Filed Apr 2, 2021 18:07 UTC GrantRestricted Stock Unit · Derivative 54,200 $0.00 $0.00
Disclosure

SEC source: 0001209191-21-024771 · doc4.xml · derivative · entry 1

Robinson William G Jr · CIK 0001604046 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 54,200

Underlying: Class A Common Stock · 54,200 shares

Expires not disclosed

F1 · derivative.exercise_price: Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement for no consideration.

F2 · derivative.exercise_date: The RSUs will vest as to 50% of the shares subject to the award on the first anniversary of January 7, 2021, and will vest as to the remaining shares subject to the award on the date of the 2022 Annual Meeting, subject to the Reporting Person's continued service as a member of the Board through each such vesting date.

F2 · derivative.expiration_date: The RSUs will vest as to 50% of the shares subject to the award on the first anniversary of January 7, 2021, and will vest as to the remaining shares subject to the award on the date of the 2022 Annual Meeting, subject to the Reporting Person's continued service as a member of the Board through each such vesting date.

Read SEC document
April 01, 2021 Filed Apr 6, 2021 01:33 UTC GrantRestricted Stock Unit · Derivative 38,392 $0.00 $0.00
Disclosure

SEC source: 0001209191-21-025541 · doc4.xml · derivative · entry 1

Clinton Chelsea · CIK 0001530920 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 38,392

Underlying: Class A Common Stock · 38,392 shares

Expires not disclosed

F1 · derivative.exercise_price: Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement for no consideration.

F2 · derivative.exercise_date: 100% of the shares subject to the award shall vest on the date of the 2022 Annual Meeting, subject to Ms. Clinton's continued service as a member of the Board through such vesting date.

F2 · derivative.expiration_date: 100% of the shares subject to the award shall vest on the date of the 2022 Annual Meeting, subject to Ms. Clinton's continued service as a member of the Board through such vesting date.

Read SEC document
April 01, 2021 Filed Apr 6, 2021 01:36 UTC GrantRestricted Stock Unit · Derivative 38,392 $0.00 $0.00
Disclosure

SEC source: 0001209191-21-025544 · doc4.xml · derivative · entry 1

Turner Nathaniel S. · CIK 0001838734 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 38,392

Underlying: Class A Common Stock · 38,392 shares

Expires not disclosed

F1 · derivative.exercise_price: Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement for no consideration.

F2 · derivative.exercise_date: 100% of the shares subject to the award shall vest on the date of the 2022 Annual Meeting, subject to Mr. Turner's continued service as a member of the Board through such vesting date.

F2 · derivative.expiration_date: 100% of the shares subject to the award shall vest on the date of the 2022 Annual Meeting, subject to Mr. Turner's continued service as a member of the Board through such vesting date.

Read SEC document
April 01, 2021 Filed Apr 6, 2021 12:43 UTC
SHAPIRO LEEDirector
GrantRestricted Stock Unit · Derivative 54,200 $0.00 $0.00
Disclosure

SEC source: 0001209191-21-025578 · doc4.xml · derivative · entry 1

SHAPIRO LEE · CIK 0001213350 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 54,200

Underlying: Class A Common Stock · 54,200 shares

Expires not disclosed

F1 · derivative.exercise_price: Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement for no consideration.

F2 · derivative.exercise_date: The RSUs will vest as to 50% of the shares subject to the award on the first anniversary of January 7, 2021, and will vest as to the remaining shares subject to the award on the date of the 2022 Annual Meeting, subject to the Reporting Person's continued service as a member of the Board through each such vesting date.

F2 · derivative.expiration_date: The RSUs will vest as to 50% of the shares subject to the award on the first anniversary of January 7, 2021, and will vest as to the remaining shares subject to the award on the date of the 2022 Annual Meeting, subject to the Reporting Person's continued service as a member of the Board through each such vesting date.

Read SEC document
January 07, 2021 Filed Jan 11, 2021 18:38 UTC
Palihapitiya Chamath10% owner · See Remarks
GrantClass B Common Stock · Derivative 284,891 $0.00 $0.00
Disclosure

SEC source: 0000899243-21-001391 · doc4.xml · derivative · entry 4

Palihapitiya Chamath · CIK 0001715450 · 10% owner · See Remarks

SCH Sponsor III LLC · CIK 0001806247 · 10% owner

ChaChaCha SPAC C, LLC · CIK 0001806665 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By The Social+Capital Partnership III, L.P.

Disclosed balance after: 0

Underlying: Class A Common Stock · 284,891 shares

Expires not disclosed

F4 · derivative.exercise_price: Pursuant to the consummation of the Business Combination, each share of common stock, par value $0.0001 per share, of Clover Health Investments, Corp. was converted into the right to receive a certain amount of shares of the Issuer's Class B common stock, par value $0.0001 per share ("Class B Shares"), in accordance with the Agreement and Plan of Merger, dated as of October 5, 2020, by and among SCH, Clover Health Investments, Corp. and Asclepius Merger Sub Inc., as amended on December 8, 2020.

F4 · derivative.exercise_date: Pursuant to the consummation of the Business Combination, each share of common stock, par value $0.0001 per share, of Clover Health Investments, Corp. was converted into the right to receive a certain amount of shares of the Issuer's Class B common stock, par value $0.0001 per share ("Class B Shares"), in accordance with the Agreement and Plan of Merger, dated as of October 5, 2020, by and among SCH, Clover Health Investments, Corp. and Asclepius Merger Sub Inc., as amended on December 8, 2020.

F4 · derivative.expiration_date: Pursuant to the consummation of the Business Combination, each share of common stock, par value $0.0001 per share, of Clover Health Investments, Corp. was converted into the right to receive a certain amount of shares of the Issuer's Class B common stock, par value $0.0001 per share ("Class B Shares"), in accordance with the Agreement and Plan of Merger, dated as of October 5, 2020, by and among SCH, Clover Health Investments, Corp. and Asclepius Merger Sub Inc., as amended on December 8, 2020.

F5 · ownership.nature: On the basis of the reporting person's relationship with The Social + Capital Partnership III, L.P., the reporting person may be deemed a beneficial owner of the shares of the Issuer's Class B Shares held by The Social + Capital Partnership III, L.P., for itself and as nominee for The Social + Capital Partnership Principals Fund III, L.P. The reporting person disclaims beneficial ownership of the Class B Shares held by The Social + Capital Partnership III, L.P., except to the extent of his pecuniary interest therein.

Read SEC document
January 07, 2021 Filed Jan 11, 2021 18:38 UTC
Palihapitiya Chamath10% owner · See Remarks
Exercise / conversionClass B ordinary share · Derivative 20,500,000 $0.00 $0.00
Disclosure

SEC source: 0000899243-21-001391 · doc4.xml · derivative · entry 3

Palihapitiya Chamath · CIK 0001715450 · 10% owner · See Remarks

SCH Sponsor III LLC · CIK 0001806247 · 10% owner

ChaChaCha SPAC C, LLC · CIK 0001806665 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By SCH Sponsor III LLC

Disclosed balance after: 0

Underlying: Class A Common Stock · 20,500,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · derivative.exercise_price: On January 7, 2021, the Social Capital Hedosophia Holdings Corp. III ("SCH" and the former name of the Issuer) consummated its initial business combination (the "Business Combination") with Clover Health Investments, Corp. In connection with the consummation of the Business Combination, each share of Class B ordinary share, par value $0.0001 per share, of SCH automatically converted into one Class A Share.

F2 · derivative.exercise_date: On January 7, 2021, the Social Capital Hedosophia Holdings Corp. III ("SCH" and the former name of the Issuer) consummated its initial business combination (the "Business Combination") with Clover Health Investments, Corp. In connection with the consummation of the Business Combination, each share of Class B ordinary share, par value $0.0001 per share, of SCH automatically converted into one Class A Share.

F2 · derivative.expiration_date: On January 7, 2021, the Social Capital Hedosophia Holdings Corp. III ("SCH" and the former name of the Issuer) consummated its initial business combination (the "Business Combination") with Clover Health Investments, Corp. In connection with the consummation of the Business Combination, each share of Class B ordinary share, par value $0.0001 per share, of SCH automatically converted into one Class A Share.

F3 · ownership.nature: A majority of the voting interests of SCH Sponsor III LLC ("Sponsor") are held by ChaChaCha. Messrs. Chamath Palihapitiya and Ian Osborne and ChaChaCha may be deemed to beneficially own the Class A Shares held by the Sponsor on the basis of their direct or indirect interests in the Sponsor or their shared control over the Sponsor, as the case may be. Each of Mr. Palihapitiya, Mr. Osborne and ChaChaCha disclaims beneficial ownership of the Class A Shares held by the Sponsor, except to the extent of such person's pecuniary interest therein.

Read SEC document
January 07, 2021 Filed Jan 11, 2021 18:38 UTC
Palihapitiya Chamath10% owner · See Remarks
Exercise / conversionClass A Common Stock 20,500,000 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-21-001391 · doc4.xml · nonDerivative · entry 2

Palihapitiya Chamath · CIK 0001715450 · 10% owner · See Remarks

SCH Sponsor III LLC · CIK 0001806247 · 10% owner

ChaChaCha SPAC C, LLC · CIK 0001806665 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By SCH Sponsor III LLC

Disclosed balance after: 30,500,000

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · price: On January 7, 2021, the Social Capital Hedosophia Holdings Corp. III ("SCH" and the former name of the Issuer) consummated its initial business combination (the "Business Combination") with Clover Health Investments, Corp. In connection with the consummation of the Business Combination, each share of Class B ordinary share, par value $0.0001 per share, of SCH automatically converted into one Class A Share.

F3 · ownership.nature: A majority of the voting interests of SCH Sponsor III LLC ("Sponsor") are held by ChaChaCha. Messrs. Chamath Palihapitiya and Ian Osborne and ChaChaCha may be deemed to beneficially own the Class A Shares held by the Sponsor on the basis of their direct or indirect interests in the Sponsor or their shared control over the Sponsor, as the case may be. Each of Mr. Palihapitiya, Mr. Osborne and ChaChaCha disclaims beneficial ownership of the Class A Shares held by the Sponsor, except to the extent of such person's pecuniary interest therein.

Read SEC document
January 07, 2021 Filed Jan 11, 2021 18:38 UTC
Palihapitiya Chamath10% owner · See Remarks
GrantClass A Common Stock 10,000,000 $10.00 $100,000,000.00
Disclosure

SEC source: 0000899243-21-001391 · doc4.xml · nonDerivative · entry 1

Palihapitiya Chamath · CIK 0001715450 · 10% owner · See Remarks

SCH Sponsor III LLC · CIK 0001806247 · 10% owner

ChaChaCha SPAC C, LLC · CIK 0001806665 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · By ChaChaCha SPAC C LLC

Disclosed balance after: 10,000,000

F1 · ownership.nature: On the basis of the reporting person's relationship with ChaChaCha SPAC C LLC ("ChaChaCha"), the reporting person may be deemed a beneficial owner of the shares of the Issuer's Class A common stock, par value $0.0001 per share ("Class A Shares"), held by ChaChaCha. The reporting person disclaims beneficial ownership of the Class A Shares held by ChaChaCha, except to the extent of his pecuniary interest therein.

Read SEC document
January 07, 2021 Filed Jan 12, 2021 02:23 UTC GrantStock Options (right to buy) · Derivative 186,300 Not disclosed Strike: $8.42 Not disclosed
Disclosure

SEC source: 0001209191-21-003170 · doc4.xml · derivative · entry 2

Clinton Chelsea · CIK 0001530920 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 186,300

Underlying: Class B Common Stock · 186,300 shares

Expires 2030-10-29

F5 · price: Received in connection with the Business Combination in exchange for options to acquire 90,084 shares of common stock of Legacy Clover for $17.42 per share.

F4 · derivative.exercise_date: The stock option is fully vested and immediately exercisable.

F2 · derivative.underlying: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

Read SEC document
January 07, 2021 Filed Jan 12, 2021 02:23 UTC GrantStock Options (right to buy) · Derivative 499,390 Not disclosed Strike: $1.26 Not disclosed
Disclosure

SEC source: 0001209191-21-003170 · doc4.xml · derivative · entry 1

Clinton Chelsea · CIK 0001530920 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 499,390

Underlying: Class B Common Stock · 499,390 shares

Expires 2027-02-07

F3 · price: Received in connection with the Issuer's business combination (the "Business Combination") with Clover Health Investments, Corp. ("Legacy Clover") in accordance with the terms of the Agreement and Plan of Merger dated as of October 5, 2020, among the Issuer (f/k/a Social Capital Hedosophia Holdings Corp. III), Asclepius Merger Sub Inc., and Legacy Clover, as amended by that certain Amendment to the Agreement and Plan of Merger, dated as of December 8, 2020, in exchange for options to acquire 241,476 shares of common stock of Legacy Clover for $2.61 per share.

F1 · derivative.exercise_date: 100% of the stock option is immediately exercisable. The stock option vests as to 1/5th of the total number of shares in equal annual installments beginning on January 31, 2018, subject to the continuous service of the Reporting Person on each vesting date.

F2 · derivative.underlying: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

Read SEC document
January 07, 2021 Filed Jan 11, 2021 23:17 UTC
Reses Jacqueline DFORMER DIRECTOR
Exercise / conversionClass B ordinary share · Derivative 100,000 $0.00 $0.00
Disclosure

SEC source: 0000899243-21-001382 · doc4.xml · derivative · entry 3

Reses Jacqueline D · CIK 0001699681 · FORMER DIRECTOR

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 100,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: On January 7, 2021, the Social Capital Hedosophia Holdings Corp. III ("SCH" and the former name of the Issuer) consummated its initial business combination (the "Business Combination") with Clover Health Investments, Corp. In connection with the consummation of the Business Combination, each share of Class B ordinary share, par value $0.0001 per share, of SCH automatically converted into one share of the Issuer's Class A common stock, par value $0.0001 per share.

F1 · derivative.exercise_date: On January 7, 2021, the Social Capital Hedosophia Holdings Corp. III ("SCH" and the former name of the Issuer) consummated its initial business combination (the "Business Combination") with Clover Health Investments, Corp. In connection with the consummation of the Business Combination, each share of Class B ordinary share, par value $0.0001 per share, of SCH automatically converted into one share of the Issuer's Class A common stock, par value $0.0001 per share.

F1 · derivative.expiration_date: On January 7, 2021, the Social Capital Hedosophia Holdings Corp. III ("SCH" and the former name of the Issuer) consummated its initial business combination (the "Business Combination") with Clover Health Investments, Corp. In connection with the consummation of the Business Combination, each share of Class B ordinary share, par value $0.0001 per share, of SCH automatically converted into one share of the Issuer's Class A common stock, par value $0.0001 per share.

Read SEC document
January 07, 2021 Filed Jan 11, 2021 23:17 UTC
Reses Jacqueline DFORMER DIRECTOR
GrantClass A Common Stock 200,000 $10.00 $2,000,000.00
Disclosure

SEC source: 0000899243-21-001382 · doc4.xml · nonDerivative · entry 2

Reses Jacqueline D · CIK 0001699681 · FORMER DIRECTOR

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 300,000

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January 07, 2021 Filed Jan 11, 2021 23:17 UTC
Reses Jacqueline DFORMER DIRECTOR
Exercise / conversionClass A Common Stock 100,000 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-21-001382 · doc4.xml · nonDerivative · entry 1

Reses Jacqueline D · CIK 0001699681 · FORMER DIRECTOR

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 100,000

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: On January 7, 2021, the Social Capital Hedosophia Holdings Corp. III ("SCH" and the former name of the Issuer) consummated its initial business combination (the "Business Combination") with Clover Health Investments, Corp. In connection with the consummation of the Business Combination, each share of Class B ordinary share, par value $0.0001 per share, of SCH automatically converted into one share of the Issuer's Class A common stock, par value $0.0001 per share.

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January 07, 2021 Filed Jan 11, 2021 18:25 UTC
Osborne Ian10% owner · FORMER PRESIDENT AND DIRECTOR
Exercise / conversionClass B ordinary share · Derivative 20,500,000 $0.00 $0.00
Disclosure

SEC source: 0000899243-21-001387 · doc4.xml · derivative · entry 3

Osborne Ian · CIK 0001715393 · 10% owner · FORMER PRESIDENT AND DIRECTOR

10b5-1 filing: Not disclosed

Ownership: Indirect · By SCH Sponsor III LLC

Disclosed balance after: 0

Underlying: Class A Common Stock · 20,500,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · derivative.exercise_price: On January 7, 2021, the Social Capital Hedosophia Holdings Corp. III ("SCH" and the former name of the Issuer) consummated its initial business combination (the "Business Combination") with Clover Health Investments, Corp. In connection with the consummation of the Business Combination, each share of Class B ordinary share, par value $0.0001 per share, of SCH automatically converted into one Class A Share.

F2 · derivative.exercise_date: On January 7, 2021, the Social Capital Hedosophia Holdings Corp. III ("SCH" and the former name of the Issuer) consummated its initial business combination (the "Business Combination") with Clover Health Investments, Corp. In connection with the consummation of the Business Combination, each share of Class B ordinary share, par value $0.0001 per share, of SCH automatically converted into one Class A Share.

F2 · derivative.expiration_date: On January 7, 2021, the Social Capital Hedosophia Holdings Corp. III ("SCH" and the former name of the Issuer) consummated its initial business combination (the "Business Combination") with Clover Health Investments, Corp. In connection with the consummation of the Business Combination, each share of Class B ordinary share, par value $0.0001 per share, of SCH automatically converted into one Class A Share.

F3 · ownership.nature: A majority of the voting interests of SCH Sponsor III LLC ("Sponsor") are held by ChaChaCha SPAC C LLC ("ChaChaCha"). Messrs. Chamath Palihapitiya and Ian Osborne and ChaChaCha may be deemed to beneficially own the Class A Shares held by the Sponsor on the basis of their direct or indirect interests in the Sponsor or their shared control over the Sponsor, as the case may be. Each of Mr. Palihapitiya, Mr. Osborne and ChaChaCha disclaims beneficial ownership of the Class A Shares held by the Sponsor, except to the extent of such person's pecuniary interest therein.

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January 07, 2021 Filed Jan 11, 2021 18:25 UTC
Osborne Ian10% owner · FORMER PRESIDENT AND DIRECTOR
Exercise / conversionClass A Common Stock 20,500,000 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-21-001387 · doc4.xml · nonDerivative · entry 2

Osborne Ian · CIK 0001715393 · 10% owner · FORMER PRESIDENT AND DIRECTOR

10b5-1 filing: Not disclosed

Ownership: Indirect · By SCH Sponsor III LLC

Disclosed balance after: 25,500,000

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F2 · price: On January 7, 2021, the Social Capital Hedosophia Holdings Corp. III ("SCH" and the former name of the Issuer) consummated its initial business combination (the "Business Combination") with Clover Health Investments, Corp. In connection with the consummation of the Business Combination, each share of Class B ordinary share, par value $0.0001 per share, of SCH automatically converted into one Class A Share.

F3 · ownership.nature: A majority of the voting interests of SCH Sponsor III LLC ("Sponsor") are held by ChaChaCha SPAC C LLC ("ChaChaCha"). Messrs. Chamath Palihapitiya and Ian Osborne and ChaChaCha may be deemed to beneficially own the Class A Shares held by the Sponsor on the basis of their direct or indirect interests in the Sponsor or their shared control over the Sponsor, as the case may be. Each of Mr. Palihapitiya, Mr. Osborne and ChaChaCha disclaims beneficial ownership of the Class A Shares held by the Sponsor, except to the extent of such person's pecuniary interest therein.

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January 07, 2021 Filed Jan 11, 2021 18:25 UTC
Osborne Ian10% owner · FORMER PRESIDENT AND DIRECTOR
GrantClass A Common Stock 5,000,000 $10.00 $50,000,000.00
Disclosure

SEC source: 0000899243-21-001387 · doc4.xml · nonDerivative · entry 1

Osborne Ian · CIK 0001715393 · 10% owner · FORMER PRESIDENT AND DIRECTOR

10b5-1 filing: Not disclosed

Ownership: Indirect · By Hedosophia Public Investments Limited

Disclosed balance after: 5,000,000

F1 · ownership.nature: On the basis of the reporting person's relationship with Hedosophia Public Investments Limited, the reporting person may be deemed a beneficial owner of the shares of the Issuer's Class A common stock, par value $0.0001 per share ("Class A Shares"), held by Hedosophia Public Investments Limited. The reporting person disclaims beneficial ownership of the Shares held by Hedosophia Public Investments Limited, except to the extent of his pecuniary interest therein.

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January 07, 2021 Filed Jan 11, 2021 18:18 UTC
Ryans JamesFORMER DIRECTOR
Exercise / conversionClass B ordinary share · Derivative 100,000 $0.00 $0.00
Disclosure

SEC source: 0000899243-21-001383 · doc4.xml · derivative · entry 2

Ryans James · CIK 0001724596 · FORMER DIRECTOR

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: Class A Common Stock · 100,000 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · derivative.exercise_price: On January 7, 2021, the Social Capital Hedosophia Holdings Corp. III ("SCH" and the former name of the Issuer) consummated its initial business combination (the "Business Combination") with Clover Health Investments, Corp. In connection with the consummation of the Business Combination, each share of Class B ordinary share, par value $0.0001 per share, of SCH automatically converted into one share of the Issuer's Class A common stock, par value $0.0001 per share.

F1 · derivative.exercise_date: On January 7, 2021, the Social Capital Hedosophia Holdings Corp. III ("SCH" and the former name of the Issuer) consummated its initial business combination (the "Business Combination") with Clover Health Investments, Corp. In connection with the consummation of the Business Combination, each share of Class B ordinary share, par value $0.0001 per share, of SCH automatically converted into one share of the Issuer's Class A common stock, par value $0.0001 per share.

F1 · derivative.expiration_date: On January 7, 2021, the Social Capital Hedosophia Holdings Corp. III ("SCH" and the former name of the Issuer) consummated its initial business combination (the "Business Combination") with Clover Health Investments, Corp. In connection with the consummation of the Business Combination, each share of Class B ordinary share, par value $0.0001 per share, of SCH automatically converted into one share of the Issuer's Class A common stock, par value $0.0001 per share.

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January 07, 2021 Filed Jan 11, 2021 18:18 UTC
Ryans JamesFORMER DIRECTOR
Exercise / conversionClass A Common Stock 100,000 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-21-001383 · doc4.xml · nonDerivative · entry 1

Ryans James · CIK 0001724596 · FORMER DIRECTOR

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 100,000

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: On January 7, 2021, the Social Capital Hedosophia Holdings Corp. III ("SCH" and the former name of the Issuer) consummated its initial business combination (the "Business Combination") with Clover Health Investments, Corp. In connection with the consummation of the Business Combination, each share of Class B ordinary share, par value $0.0001 per share, of SCH automatically converted into one share of the Issuer's Class A common stock, par value $0.0001 per share.

Read SEC document
January 07, 2021 Filed Jan 12, 2021 02:18 UTC
Wagner Joseph F.Chief Financial Officer
GrantStock Options (right to buy) · Derivative 125,496 Not disclosed Strike: $5.41 Not disclosed
Disclosure

SEC source: 0001209191-21-003167 · doc4.xml · derivative · entry 2

Wagner Joseph F. · CIK 0001839810 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 125,496

Underlying: Class B Common Stock · 125,496 shares

Expires 2030-08-21

F4 · price: Received in connection with the Business Combination in exchange for options to acquire 60,683 shares of common stock of Legacy Clover for $11.19 per share.

F1 · derivative.exercise_date: 100% of the stock option is immediately exercisable. The stock option vests as to 1/5th of the total number of shares on December 30, 2020 and 1/60th of the total number of shares in equal monthly installments thereafter, subject to the continuous service of the Reporting Person on each vesting date.

F2 · derivative.underlying: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

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January 07, 2021 Filed Jan 12, 2021 02:18 UTC
Wagner Joseph F.Chief Financial Officer
GrantStock Options (right to buy) · Derivative 517,018 Not disclosed Strike: $2.23 Not disclosed
Disclosure

SEC source: 0001209191-21-003167 · doc4.xml · derivative · entry 1

Wagner Joseph F. · CIK 0001839810 · Chief Financial Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 517,018

Underlying: Class B Common Stock · 517,018 shares

Expires 2030-02-03

F3 · price: Received in connection with the Issuer's business combination (the "Business Combination") with Clover Health Investments, Corp. ("Legacy Clover") in accordance with the terms of the Agreement and Plan of Merger dated as of October 5, 2020, among the Issuer (f/k/a Social Capital Hedosophia Holdings Corp. III), Asclepius Merger Sub Inc., and Legacy Clover, as amended by that certain Amendment to the Agreement and Plan of Merger, dated as of December 8, 2020, in exchange for options to acquire 250,000 shares of common stock of Legacy Clover for $4.61 per share.

F1 · derivative.exercise_date: 100% of the stock option is immediately exercisable. The stock option vests as to 1/5th of the total number of shares on December 30, 2020 and 1/60th of the total number of shares in equal monthly installments thereafter, subject to the continuous service of the Reporting Person on each vesting date.

F2 · derivative.underlying: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

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January 07, 2021 Filed Jan 12, 2021 02:17 UTC GrantClass B Common Stock · Derivative 2,565,954 Not disclosed Not disclosed
Disclosure

SEC source: 0001209191-21-003166 · doc4.xml · derivative · entry 1

Turner Nathaniel S. · CIK 0001838734 · Director

10b5-1 filing: Not disclosed

Ownership: Indirect · Held by Multiple Holdings, LLC

Disclosed balance after: 2,565,954

Underlying: Class A Common Stock · 2,565,954 shares

Expires not disclosed

F1 · derivative.exercise_price: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

F2 · price: Received in connection with the Issuer's business combination (the "Business Combination") with Clover Health Investments, Corp. ("Legacy Clover") in accordance with the terms of the Agreement and Plan of Merger dated as of October 5, 2020, among the Issuer (f/k/a Social Capital Hedosophia Holdings Corp. III), Asclepius Merger Sub Inc., and Legacy Clover, as amended by that certain Amendment to the Agreement and Plan of Merger, dated as of December 8, 2020, in exchange for 1,330,273 shares of common stock of Legacy Clover.

F1 · derivative.exercise_date: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

F1 · derivative.expiration_date: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

F3 · ownership.nature: The Reporting Person is a partner in Multiple Holdings, LLC and may be deemed to share voting power and dispositive power over the shares held by Multiple Holdings, LLC.

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January 07, 2021 Filed Jan 12, 2021 02:16 UTC
Toy AndrewDirector · President and CTO
GrantPerformance-based Restricted Stock Units · Derivative 11,142,328 $0.00 $0.00
Disclosure

SEC source: 0001209191-21-003164 · doc4.xml · derivative · entry 6

Toy Andrew · CIK 0001838733 · Director · President and CTO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,142,328

Underlying: Class B Common Stock · 11,142,328 shares

Expires not disclosed

F9 · derivative.exercise_price: Each performance-based restricted stock unit ("PRSU") represents a contingent right to receive one share of the Issuer's Class B Common Stock. The PRSUs generally vest in five equal installments on January 7 of each of 2022, 2023, 2024, 2025 and 2026 respectively, provided that the applicable performance goal has been achieved by such date (and, if not, on the date the applicable performance goal is subsequently achieved), and are subject to the continuous service of the Reporting Person through the applicable vesting date. The applicable performance goal for each tranche will be satisfied if the Issuer's Class A Common Stock achieves a specified per share market price for such tranche for at least 90 consecutive calendar days. If the applicable performance goals have not been achieved by January 7, 2026, all unvested PRSUs will be forfeited.

F9 · derivative.exercise_date: Each performance-based restricted stock unit ("PRSU") represents a contingent right to receive one share of the Issuer's Class B Common Stock. The PRSUs generally vest in five equal installments on January 7 of each of 2022, 2023, 2024, 2025 and 2026 respectively, provided that the applicable performance goal has been achieved by such date (and, if not, on the date the applicable performance goal is subsequently achieved), and are subject to the continuous service of the Reporting Person through the applicable vesting date. The applicable performance goal for each tranche will be satisfied if the Issuer's Class A Common Stock achieves a specified per share market price for such tranche for at least 90 consecutive calendar days. If the applicable performance goals have not been achieved by January 7, 2026, all unvested PRSUs will be forfeited.

F9 · derivative.expiration_date: Each performance-based restricted stock unit ("PRSU") represents a contingent right to receive one share of the Issuer's Class B Common Stock. The PRSUs generally vest in five equal installments on January 7 of each of 2022, 2023, 2024, 2025 and 2026 respectively, provided that the applicable performance goal has been achieved by such date (and, if not, on the date the applicable performance goal is subsequently achieved), and are subject to the continuous service of the Reporting Person through the applicable vesting date. The applicable performance goal for each tranche will be satisfied if the Issuer's Class A Common Stock achieves a specified per share market price for such tranche for at least 90 consecutive calendar days. If the applicable performance goals have not been achieved by January 7, 2026, all unvested PRSUs will be forfeited.

F2 · derivative.underlying: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

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January 07, 2021 Filed Jan 12, 2021 02:16 UTC
Toy AndrewDirector · President and CTO
GrantPerformance-based Restricted Stock Units · Derivative 3,582,291 Not disclosed Not disclosed
Disclosure

SEC source: 0001209191-21-003164 · doc4.xml · derivative · entry 5

Toy Andrew · CIK 0001838733 · Director · President and CTO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,582,291

Underlying: Class B Common Stock · 3,582,291 shares

Expires not disclosed

F9 · derivative.exercise_price: Each performance-based restricted stock unit ("PRSU") represents a contingent right to receive one share of the Issuer's Class B Common Stock. The PRSUs generally vest in five equal installments on January 7 of each of 2022, 2023, 2024, 2025 and 2026 respectively, provided that the applicable performance goal has been achieved by such date (and, if not, on the date the applicable performance goal is subsequently achieved), and are subject to the continuous service of the Reporting Person through the applicable vesting date. The applicable performance goal for each tranche will be satisfied if the Issuer's Class A Common Stock achieves a specified per share market price for such tranche for at least 90 consecutive calendar days. If the applicable performance goals have not been achieved by January 7, 2026, all unvested PRSUs will be forfeited.

F10 · price: Received in connection with the Business Combination in exchange for restricted stock units that will have settled for 1,732,187 shares of common stock of Legacy Clover.

F9 · derivative.exercise_date: Each performance-based restricted stock unit ("PRSU") represents a contingent right to receive one share of the Issuer's Class B Common Stock. The PRSUs generally vest in five equal installments on January 7 of each of 2022, 2023, 2024, 2025 and 2026 respectively, provided that the applicable performance goal has been achieved by such date (and, if not, on the date the applicable performance goal is subsequently achieved), and are subject to the continuous service of the Reporting Person through the applicable vesting date. The applicable performance goal for each tranche will be satisfied if the Issuer's Class A Common Stock achieves a specified per share market price for such tranche for at least 90 consecutive calendar days. If the applicable performance goals have not been achieved by January 7, 2026, all unvested PRSUs will be forfeited.

F9 · derivative.expiration_date: Each performance-based restricted stock unit ("PRSU") represents a contingent right to receive one share of the Issuer's Class B Common Stock. The PRSUs generally vest in five equal installments on January 7 of each of 2022, 2023, 2024, 2025 and 2026 respectively, provided that the applicable performance goal has been achieved by such date (and, if not, on the date the applicable performance goal is subsequently achieved), and are subject to the continuous service of the Reporting Person through the applicable vesting date. The applicable performance goal for each tranche will be satisfied if the Issuer's Class A Common Stock achieves a specified per share market price for such tranche for at least 90 consecutive calendar days. If the applicable performance goals have not been achieved by January 7, 2026, all unvested PRSUs will be forfeited.

F2 · derivative.underlying: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

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January 07, 2021 Filed Jan 12, 2021 02:16 UTC
Toy AndrewDirector · President and CTO
GrantStock Options (right to buy) · Derivative 3,669,607 Not disclosed Strike: $5.45 Not disclosed
Disclosure

SEC source: 0001209191-21-003164 · doc4.xml · derivative · entry 4

Toy Andrew · CIK 0001838733 · Director · President and CTO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,669,607

Underlying: Class B Common Stock · 3,669,607 shares

Expires 2030-02-03

F8 · price: Received in connection with the Business Combination in exchange for options to acquire 1,774,408 shares of common stock of Legacy Clover for $11.27 per share.

F1 · derivative.exercise_date: The stock option is fully vested and immediately exercisable.

F2 · derivative.underlying: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

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January 07, 2021 Filed Jan 12, 2021 02:16 UTC
Toy AndrewDirector · President and CTO
GrantStock Options (right to buy) · Derivative 5,334,515 Not disclosed Strike: $2.23 Not disclosed
Disclosure

SEC source: 0001209191-21-003164 · doc4.xml · derivative · entry 3

Toy Andrew · CIK 0001838733 · Director · President and CTO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,334,515

Underlying: Class B Common Stock · 5,334,515 shares

Expires 2030-02-03

F7 · price: Received in connection with the Business Combination in exchange for options to acquire 2,579,460 shares of common stock of Legacy Clover for $4.61 per share.

F6 · derivative.exercise_date: The option vested as to 1/60th of the total number of shares on July 1, 2019, and thereafter vested and shall continue to vest as to 1/60th of the total number of shares in equal monthly installments.

F2 · derivative.underlying: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

Read SEC document
January 07, 2021 Filed Jan 12, 2021 02:16 UTC
Toy AndrewDirector · President and CTO
GrantStock Options (right to buy) · Derivative 3,155,168 Not disclosed Strike: $1.67 Not disclosed
Disclosure

SEC source: 0001209191-21-003164 · doc4.xml · derivative · entry 2

Toy Andrew · CIK 0001838733 · Director · President and CTO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 3,155,168

Underlying: Class B Common Stock · 3,155,168 shares

Expires 2028-07-21

F5 · price: Received in connection with the Business Combination in exchange for options to acquire 1,525,655 shares of common stock of Legacy Clover for $3.45 per share.

F4 · derivative.exercise_date: 100% of the stock option is immediately exercisable. The stock option vests as to 1/5th of the total number of shares on February 5, 2019 and 1/60th of the total number of shares in equal monthly installments thereafter, subject to the continuous service of the Reporting Person on each vesting date.

F2 · derivative.underlying: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

Read SEC document
January 07, 2021 Filed Jan 12, 2021 02:16 UTC
Toy AndrewDirector · President and CTO
GrantStock Options (right to buy) · Derivative 631,033 Not disclosed Strike: $1.67 Not disclosed
Disclosure

SEC source: 0001209191-21-003164 · doc4.xml · derivative · entry 1

Toy Andrew · CIK 0001838733 · Director · President and CTO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 631,033

Underlying: Class B Common Stock · 631,033 shares

Expires 2028-07-21

F3 · price: Received in connection with the Issuer's business combination (the "Business Combination") with Clover Health Investments, Corp. ("Legacy Clover") in accordance with the terms of the Agreement and Plan of Merger dated as of October 5, 2020, among the Issuer (f/k/a Social Capital Hedosophia Holdings Corp. III), Asclepius Merger Sub Inc., and Legacy Clover, as amended by that certain Amendment to the Agreement and Plan of Merger, dated as of December 8, 2020, in exchange for options to acquire 305,131 shares of common stock of Legacy Clover for $3.45 per share.

F1 · derivative.exercise_date: The stock option is fully vested and immediately exercisable.

F2 · derivative.underlying: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

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January 07, 2021 Filed Jan 12, 2021 02:15 UTC
Reynoso Jamie L.Chief Operating Officer
GrantStock Options (right to buy) · Derivative 465,316 Not disclosed Strike: $4.67 Not disclosed
Disclosure

SEC source: 0001209191-21-003163 · doc4.xml · derivative · entry 2

Reynoso Jamie L. · CIK 0001839066 · Chief Operating Officer

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 465,316

Underlying: Class B Common Stock · 465,316 shares

Expires 2030-07-26

F5 · price: Received in connection with the Business Combination in exchange for options to acquire 225,000 shares of common stock of Legacy Clover for $9.66 per share.

F4 · derivative.exercise_date: 100% of the stock option is immediately exercisable. The stock option vests as to 1/5th of the total number of shares on July 27, 2021 and 1/60th of the total number of shares in equal monthly installments thereafter, subject to the continuous service of the Reporting Person on each vesting date.

F2 · derivative.underlying: The Class B Common Stock will be convertible into shares of Class A Common Stock on a one-to-one basis at the option of the holders of the Class B Common Stock at any time upon written notice to the Issuer. In addition, the Class B Common Stock will automatically convert into shares of Class A Common Stock immediately prior to the close of business on the earliest to occur of certain events specified in the Issuer's Amended and Restated Certificate of Incorporation.

Read SEC document

Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.