Results of Operations and Financial Condition. On August 5, 2026, Clover Health Investments, Corp. (the "Company") issued a press release announcing its financial results for the second quarter ended June 30, 2026. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information set forth in this Item 2.02 (including Exhibit 99.1) shall not be deemed “filed” fo…

Other Events. On July 4, 2026, Clover Health Investments, Corp. (the “Company”) became aware of anomalous login activity on certain of its information systems. The Company immediately activated its incident response procedures, initiated an investigation with assistance from leading third-party cybersecurity experts, and took steps to contain the activity. The Company also notified law enforcement. The investigation subsequently showed that a threat actor gained access to three non-managerial…

Chief Executive Officer of Clover Care Services — Brady Priest: Mr. Brady Priest stepped down from his position without a named successor, and the responsibilities will be reorganized among existing leadership.

Other Events. On May 29, 2026, the United States District Court for the Southern District of Georgia entered final judgment in Clover Insurance Co. v. U.S. Department of Health and Human Services, 2:25-CV-142, granting summary judgment in part for Clover Insurance Company (“Clover”), a subsidiary of Clover Health Investments, Corp. At issue in the lawsuit was Clover’s 2026 Star Rating, which impacts Payment Year 2027. The Court set aside Clover’s 2026 3.5 Star Rating for Contract H5141 and or…

Results of Operations and Financial Condition. On May 6, 2026, Clover Health Investments, Corp. (the "Company") issued a press release announcing its financial results for the first quarter ended March 31, 2026. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information set forth in this Item 2.02 (including Exhibit 99.1) shall not be deemed “filed” for p…

Chief Financial Officer — Peter Kuipers: Mr. Peter Kuipers has stepped down from his role as Chief Financial Officer, and Mr. Clay Thornton will serve as the Interim Chief Financial Officer.

Results of Operations and Financial Condition. On February 26, 2026, Clover Health Investments, Corp. (the "Company") issued a press release announcing its financial results for the fourth quarter ended and year ended December 31, 2025. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information set forth in this Item 2.02 (including Exhibit 99.1) shall no…

Regulation FD Disclosure. On December 16, 2025, Clover Health Investments, Corp. (the “Company”) issued a press release announcing that its Chief Executive Officer, Andrew Toy, will present at the 43rd Annual J.P. Morgan Healthcare Conference on Thursday, January 15, 2026, at 11:15 a.m. Eastern Time. A live webcast of the presentation will be accessible through the investor relations section of the Company’s website. The slide presentation to be used during the presentation is attached hereto…

Results of Operations and Financial Condition. On November 4, 2025, Clover Health Investments, Corp. (the "Company") issued a press release announcing its financial results for the third quarter ended September 30, 2025. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information set forth in this Item 2.02 (including Exhibit 99.1) shall not be deemed “fil…

Director — Chelsea Clinton: Ms. Clinton decided to step down from the Board and Committees.

Results of Operations and Financial Condition. On August 5, 2025, Clover Health Investments, Corp. (the "Company") issued a press release announcing its financial results for the second quarter ended June 30, 2025. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information set forth in this Item 2.02 (including Exhibit 99.1) shall not be deemed “filed” fo…

Results of Operations and Financial Condition. On May 6, 2025, Clover Health Investments, Corp. (the "Company") issued a press release announcing its financial results for the first quarter ended March 31, 2025. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information set forth in this Item 2.02 (including Exhibit 99.1) shall not be deemed “filed” for p…

Director — Lee A. Shapiro: Mr. Shapiro is not standing for re-election due to new responsibilities with the American Heart Association.

Results of Operations and Financial Condition. On February 27, 2025, Clover Health Investments, Corp. (the "Company") issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2024. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information set forth in this Item 2.02 (including Exhibit 99.1) shall not be d…

Regulation FD Disclosure. On December 17, 2024, Clover Health Investments, Corp. (the “Company”) issued a press release announcing that its Chief Executive Officer, Andrew Toy, will present at the 43rd Annual J.P. Morgan Healthcare Conference on Wednesday, January 15, 2024, at 4:30 p.m. Eastern Time. A live webcast of the presentation will be accessible through the investor relations section of the Company’s website. The slide presentation to be used during the presentation is attached hereto…

Results of Operations and Financial Condition. On November 6, 2024, Clover Health Investments, Corp. (the "Company") issued a press release announcing its financial results for the third quarter ended September 30, 2024. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information set forth in this Item 2.02 (including Exhibit 99.1) shall not be deemed “fil…

Other Events. As previously disclosed, on March 26, 2024, Plaintiff Bruce Taylor (“Plaintiff”), a putative shareholder of Clover Health Investments, Corp. (the "Company"), filed a putative class action complaint, captioned Bruce Taylor v. Chelsea Clinton, et al., C.A. No. 2024-0305-MTZ (Del. Ch.) (the “Action”), against the Company and its directors in the Delaware Court of Chancery challenging a Company bylaw governing the process for nominating a candidate to the Company's board of director…

Director — Mr. Tran: Mr. Tran was appointed as a director of the company.

Results of Operations and Financial Condition. On August 5, 2024, Clover Health Investments, Corp. (the "Company") issued a press release announcing its financial results for the second quarter ended June 30, 2024. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information set forth in this Item 2.02 (including Exhibit 99.1) shall not be deemed “filed” fo…

Other Events Litigation Update On July 16, 2024, the United States District Court for the Middle District of Tennessee docketed a Judgment Approving Settlement of Derivative Actions (the “ Judgment ”) in the shareholder derivative actions captioned (1) Sun v. Garipalli, et al. , No. 3:21-cv-0311 (M.D. Tenn.); (2) In re: Clover Health Investments Corp. Derivative Litig. , No. 1:21-cv-00191 (D. Del.); (3) In re Clover Health Investments, Corp. Stockholder Derivative Litig. , Index No. 655420/20…

Results of Operations and Financial Condition. On May 7, 2024, Clover Health Investments, Corp. (the "Company") issued a press release announcing its financial results for the first quarter ended March 31, 2024. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information set forth in this Item 2.02 (including Exhibit 99.1) shall not be deemed “filed” for p…

Other Events. Share Repurchase Authorization On May 6, 2024, the Company's Board of Directors authorized a share repurchase program of up to $20,000,000 in shares of the Company’s outstanding Class A Common Stock over a two year period. The timing, manner, price and amount of any repurchases will be executed on a discretionary basis, depending on market conditions and other factors. The Company expects to fund repurchases with cash on hand or other liquid resources. Repurchases may be made th…

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On April 2, 2024, Clover Health Investments, Corp. (the “Company”) received a written notice (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that, for the last 30 consecutive business days, the bid price for the Company’s Class A common stock (the “Common Stock”) had closed below the $1.00 per share minimum bid price requirement for continued inclusion on The N…

Other Events. Litigation Update On April 4, 2024, Clover Health Investments, Corp. (the “ Company ”), as required by the Settlement (as defined below) resolving the shareholder derivative actions captioned (1) Sun v. Garipalli, et al. , No. 3:21-cv-0311 (M.D. Tenn.); (2) In re: Clover Health Investments Corp. Derivative Litig. , No. 1:21-cv-00191 (D. Del.); (3) In re Clover Health Investments, Corp. Stockholder Derivative Litig. , Index No. 655420/2021 (N.Y. Sup. Ct., N.Y. Cnty.); and (4) Dav…

Results of Operations and Financial Condition. On March 12, 2024, Clover Health Investments, Corp. issued a press release announcing its financial results for the fourth quarter and for its full year ended December 31, 2023. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. The information set forth in this Item 2.02 (including Exhibit 99.1) shall not be deemed…