Clearfield (NASDAQ: CLFD) CEO sells 7,500 shares under Rule 10b5-1 plan

Filing Impact

(High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Clearfield, Inc. Chief Executive Officer Cheryl Beranek reported open-market sales of a total of 7,500 shares of Common Stock. She sold 5,000 shares at a weighted average price of $40.27 per share and 2,500 shares at a weighted average price of $45.02 per share. These transactions were executed pursuant to a pre-arranged Rule 10b5-1 trading plan adopted on December 15, 2025. Following the sales, Beranek directly holds 504,541 shares of Clearfield common stock.

Insights

CEO completes pre-planned sales but retains a large share position.

Clearfield CEO Cheryl Beranek executed two open-market sales totaling 7,500 shares of Common Stock at weighted average prices of $40.27 and $45.02 per share. Both trades are coded as sale transactions and are non-derivative, involving existing common shares.

The filing states these sales were made under a Rule 10b5-1 trading plan adopted on December 15, 2025, indicating they were pre-scheduled rather than opportunistic. After the transactions, Beranek still holds 504,541 shares directly, showing that only a small portion of her overall position was sold in this period.

There are no derivative positions listed as remaining in this filing’s derivative summary. Subsequent company filings may provide additional detail on any future transactions under the same Rule 10b5-1 plan or changes to her ownership stake.

Insider Trade Summary 10b5-1

Net Seller: 7,500 shares ($313,900)

Net Sell 2 txns

Insider Beranek Cheryl

Role Chief Executive Officer

Sold 7,500 shs ($314K)

Type	Security	Shares	Price	Value
Sale	Common Stock	2,500	$45.02	$113K
Sale	Common Stock	5,000	$40.27	$201K

Holdings After Transaction: Common Stock — 504,541 shares (Direct, null)

Footnotes (1)

The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 15, 2025. The price in column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $40.00 to $40.63. The reporting person undertakes to provide Clearfield, Inc., any security holder of Clearfield, Inc., or the staff of the Securities and Exchange Commission, upon request, with full information regarding the number of shares sold at each separate price set forth in the footnote. The price in column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $45.00 to $45.15. The reporting person undertakes to provide Clearfield, Inc., any security holder of Clearfield, Inc., or the staff of the Securities and Exchange Commission, upon request, with full information regarding the number of shares sold at each separate price set forth in the footnote.

Key Figures

Total shares sold: 7,500 shares Sale price (first transaction): $40.27 per share Sale price (second transaction): $45.02 per share +4 more

7 metrics

Total shares sold 7,500 shares Two open-market sales of Common Stock

Sale price (first transaction) $40.27 per share Weighted average price for 5,000 shares

Sale price (second transaction) $45.02 per share Weighted average price for 2,500 shares

Shares held after transactions 504,541 shares Direct holdings following the sales

Trading plan adoption date December 15, 2025 Rule 10b5-1 plan governing these sales

Shares sold on 2026-05-08 5,000 shares Open-market sale of Common Stock

Shares sold on 2026-05-11 2,500 shares Open-market sale of Common Stock

Key Terms

Rule 10b5-1 trading plan, weighted average price, open-market sale, non-derivative, +1 more

5 terms

Rule 10b5-1 trading plan regulatory

"The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

weighted average price financial

"The price in column 4 is the weighted average price. These shares were sold in multiple transactions"

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

non-derivative financial

"transaction_type": "non-derivative""

Common Stock financial

"security_title": "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Form 4 Insider Transactions: What Each Field Means →

05/12/2026 - 04:23 PM

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Beranek Cheryl

(Last)

(First)

(Middle)

7050 WINNETKA AVE. N.

SUITE 100

(Street)

BROOKLYN PARK

MINNESOTA

55428

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Clearfield, Inc. [ CLFD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/08/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/08/2026		S⁽¹⁾		5,000	D	$40.27⁽²⁾	507,041	D
Common Stock	05/11/2026		S⁽¹⁾		2,500	D	$45.02⁽³⁾	504,541	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 15, 2025.

2. The price in column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $40.00 to $40.63. The reporting person undertakes to provide Clearfield, Inc., any security holder of Clearfield, Inc., or the staff of the Securities and Exchange Commission, upon request, with full information regarding the number of shares sold at each separate price set forth in the footnote.

3. The price in column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $45.00 to $45.15. The reporting person undertakes to provide Clearfield, Inc., any security holder of Clearfield, Inc., or the staff of the Securities and Exchange Commission, upon request, with full information regarding the number of shares sold at each separate price set forth in the footnote.

	Darrell Hammond by Power of Attorney for Cheryl Beranek	05/12/2026
	** Signature of Reporting Person	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).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

How many Clearfield (CLFD) shares did the CEO sell in this Form 4?

The CEO sold a total of 7,500 Clearfield shares. This included 5,000 shares at a weighted average price of $40.27 and 2,500 shares at a weighted average price of $45.02 in open-market transactions.

What prices did Clearfield (CLFD) CEO Cheryl Beranek receive for the sold shares?

She received weighted average prices of $40.27 and $45.02 per share. The filing notes these shares were sold in multiple trades within narrow ranges around each weighted average price.

How many Clearfield (CLFD) shares does the CEO hold after these sales?

After the reported sales, the CEO directly holds 504,541 Clearfield common shares. This post-transaction holding reflects her remaining ownership position following the sale of 7,500 shares in two separate open-market transactions.

Were the Clearfield (CLFD) CEO’s stock sales pre-planned under a Rule 10b5-1 plan?

Yes. The filing states the transactions were effected under a Rule 10b5-1 trading plan adopted on December 15, 2025. Such plans pre-schedule trades, reducing the significance of timing as a discretionary market signal.

What type of transactions are reported in this Clearfield (CLFD) Form 4?

The Form 4 reports non-derivative open-market sales of Common Stock coded as “S”. All 7,500 shares sold were common shares, with no option exercises or other derivative transactions disclosed in this particular filing.