Nathaniel S. Turner - 07 Jan 2021 Form 4/A - Amendment Insider Report for CLOVER HEALTH INVESTMENTS, CORP. /DE (CLOV)

Source evidence Original filing metadata and source links for verification. 5 source fields
SEC form
4/A - Amendment
Accepted by SEC
22 Feb 2022, 20:51:42 UTC
Original report date
11 Jan 2021
Next SEC filing
24 Feb 2026
Source filing
View source filing
Reporting owner 1 detail
Reporting owner signature
/s/ Jamie L. Reynoso, as Attorney-in-Fact

Key filing fact

Nathaniel S. Turner filed Form 4/A - Amendment for CLOVER HEALTH INVESTMENTS, CORP. /DE (CLOV) on 22 Feb 2022.

Key facts

  • This page summarizes Nathaniel S. Turner's Form 4/A - Amendment filing for CLOVER HEALTH INVESTMENTS, CORP. /DE (CLOV).
  • 1 reported transaction and 1 derivative row are listed below.
  • Accepted by SEC: 22 Feb 2022, 20:51.

Change

  • No earlier filing in this sequence is available for direct comparison.
  • Current net transaction value: $0.

Research use

  • This tells you what this filing adds before you inspect full transaction and derivative tables.
  • You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4/A - Amendment disclosures.

View source filing

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

CLOV transaction Derivative

Class B Common Stock

Award

Transaction value
Shares
+1,324,728
Change %
Price
Shares after
1,324,728
Date
07 Jan 2021
Ownership
Held by Multiple Holdings, LLC
Underlying class
Class A Common Stock
Underlying amount
1,324,728
Exercise price
Footnotes
F1, F2, F3
* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 3 footnotes

Footnote F1

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.

Footnote F2

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 686,782 shares of common stock of Legacy Clover.

Footnote F3

The Reporting Person is a partner in Multiple Holdings, LLC and may be deemed to share voting power and dispositive power over 1,324,728 shares held by Multiple Holdings, LLC. Excludes 1,241,226 shares held by Multiple Holdings LLC, as to which, in accordance with the terms of the operating agreement of that entity, Mr. Turner does not have voting or dispositive power over such shares, nor any pecuniary interest therein.

SEC remarks

Amends and restates in its entirety the Form 4 filed on January 11, 2021 to amend the amounts provided in columns 5, 7 and 9 of Table II and footnotes 2 and 3. The prior filing had erroneously over-reported 1,241,226 shares as having been received in connection with the Issuer's business combination. Pursuant to the terms of the operating agreement of Multiple Holdings, LLC, Mr. Turner never had shared voting and dispositive power over such shares held by Multiple Holdings, LLC, nor any pecuniary interest therein, and therefore such shares were incorrectly reported as beneficially owned by him in the prior filing.

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