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Table of Contents Index to Financial Statements UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 ( Mark One ) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 Form 10 - K TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from Commission file number : 000-39252 Delaware ( State or other jurisdiction of incorporation or organization ) Title of Each Class Class A Common Stock $ 0.0001 par value per share Warrants , each exercisable for one share of Class A Common Stock for $ 11.50 per share For the fiscal year ended December 31 , 2020 OR 2021 . CLOVER HEALTH INVESTMENTS , CORP . ( Exact name of registrant as specified in its charter ) None . to 725 Cool Springs Blvd , Suite 320 Franklin , TN 37067 ( Address of principal executive offices , including zip code ) Registrant's telephone number , including area code : ( 201 ) 432-2133 Securities registered pursuant to Section 12 ( b ) of the Act : Trading Symbol ( s ) CLOV CLOVW Securities registered pursuant to Section 12 ( g ) of the Act : None YES □ NO É Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 of the Act . YES NO É Indicate by check mark whether the registrant ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period than the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . YES NO □ 94-1515192 ( I.R.S. Employer Identification No. ) Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( §232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . YES NO Name of Each Exchange on Which Registered The NASDAQ Stock Market LLC The NASDAQ Stock Market LLC Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , smaller reporting company , or an emerging growth company . See the definitions of " large accelerated filer , " " accelerated filer , " " smaller reporting company , " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . Large accelerated filer Non - accelerated filer If an emerging growth company , indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 ( a ) of the Exchange Act . DOCUMENTS INCORPORATED BY REFERENCE Accelerated filer Smaller reporting company Emerging growth company Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . NO É Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Act ) . YES □ The aggregate market value of the voting stock held by non - affiliates of the registrant was approximately $ 925,704,000 as of June 30 , 2020 ( the last business day of the registrant's most recently completed second fiscal quarter ) based upon the closing sale price on The New York Stock Exchange reported for such date . Shares of Common Stock held by each officer and director and by each person who may be deemed to be an affiliate have been excluded . This determination of affiliate status is not necessarily a conclusive determination for other purposes . There were 145,345,832 shares of the registrant's Class A Common Stock and 260,969,355 shares of the registrant's Class B Common Stock issued and outstanding as of March 24 , ■ X