Sec Form 3 Filing - Soares Karen @ CLOVER HEALTH INVESTMENTS, CORP. /DE - 2023-10-31

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Soares Karen 2. Issuer Name and Ticker or Trading Symbol CLOVER HEALTH INVESTMENTS, CORP. /DE [ CLOV] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) General Counsel & Secretary (Last) (First) (Middle) C/O CLOVER HEALTH INVESTMENTS, CORP., 3401 MALLORY LANE, SUITE 210 3. Date of Earliest Transaction (MM/DD/YY) 10/31/2023 (Street) FRANKLIN, TN37067 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Class A Common Stock ( 1 ) 409,491 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Options (right to buy) $ 1.94 ( 2 ) 12/12/2028 Class A Common Stock 20,680 D Stock Options (right to buy) $ 1.94 ( 3 ) 06/04/2029 Class A Common Stock 20,680 D Stock Options (right to buy) $ 2.36 ( 4 ) 04/28/2030 Class A Common Stock 42,290 D Stock Options (right to buy) $ 2.36 ( 5 ) 04/28/2030 Class A Common Stock 40,432 D Stock Options (right to buy) $ 3.66 ( 6 ) 06/29/2030 Class A Common Stock 31,021 D Stock Options (right to buy) $ 6.64 ( 7 ) 09/26/2030 Class A Common Stock 144,765 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Soares Karen C/O CLOVER HEALTH INVESTMENTS, CORP. 3401 MALLORY LANE, SUITE 210 FRANKLIN, TN37067 General Counsel & Secretary Signatures /s/Peter J. Rivas as attorney-in-fact for Karen M. Soares 11/09/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The reported number of securities beneficially owned includes, in part, 317,038 shares of Class A common stock of Clover Health Investments, Corp. (the "Company") underlying the remaining unvested portion, as of October 31, 2023, of time-based restricted stock unit awards originally granted to the Reporting Person on June 15, 2021, February 14, 2022 and September 15, 2022. ( 2 )Received in connection with a December 12, 2018 grant, covering 20,068 shares of the Company's Class A common stock. 100% of the shares subject to this grant are currently vested and exercisable. ( 3 )Received in connection with a June 4, 2019 grant, covering 20,680 shares of the Company's Class A common stock. 19,646 of the shares subject to this grant are currently vested and exercisable. The remaining options vest in equal monthly installments, such that the grant will be fully vested on January 1, 2024, subject to the Reporting Person's continued service on each such date. ( 4 )Received in connection with a April 28, 2020 grant, covering 42,290 shares of the Company's Class A common stock. 100% of the shares subject to this grant are currently vested and exercisable. ( 5 )Received in connection with a April 28, 2020 grant, covering 40,432 shares of the Company's Class A common stock. 18,372 of the shares subject to this grant are currently vested and exercisable. The remaining options vest in equal monthly installments, such that the grant will be fully vested on February 24, 2025, subject to the Reporting Person's continued service on each such date. ( 6 )Received in connection with a June 29, 2020 grant, covering 31,021 shares of the Company's Class A common stock. 20,680 of the shares subject to this grant are currently vested and exercisable. The remaining options vest in equal monthly installments, such that the grant will be fully vested on June 1, 2025, subject to the Reporting Person's continued service on each such date. ( 7 )Received in connection with a September 26, 2020 grant, covering 144,765 shares of the Company's Class A common stock. 91,684 of the shares subject to this grant are currently vested and exercisable. The remaining options vest in equal monthly installments, such that the grant will be fully vested on August 10, 2025, subject to the Reporting Person's continued service on each such date.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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