[144] Clearwater Analytics Holdings, Inc. SEC Filing

Rhea-AI Filing Summary

Form 144 filed for Clearwater Analytics Holdings, Inc. (CWAN) reports a proposed sale of 10,000 common shares through Morgan Stanley Smith Barney, valued at $207,700, with an approximate sale date of 09/08/2025 on the NYSE. The filing shows the shares were acquired as Restricted Stock Units on 02/28/2024 and paid on that date. It also discloses two recent sales by the same person: a 10,000‑share 10b5‑1 sale on 08/20/2025 for $200,000 and a 5,273‑share sale on 06/30/2025 for $114,282.78. The filer affirms no undisclosed material adverse information and references Rule 10b5‑1 where applicable.

Positive

• Disclosure compliance: The filer provides broker, acquisition method, dates, and values, meeting Rule 144 reporting requirements
• Use of 10b5‑1: Prior 10b5‑1 sale is documented, indicating pre‑planned trading activity

Negative

• Insider sale disclosed: Proposed sale of 10,000 shares and recent sales (10,000 and 5,273 shares) may be viewed unfavorably by some investors despite being immaterial in size

Insights

Securities Analyst

TL;DR: Insiders disclosed routine sales totaling small fractions of outstanding shares; this is compliance reporting rather than a material corporate event.

The filing documents a proposed sale of 10,000 common shares valued at $207,700 and notes two recent disposals in June and August 2025. Compared with the issuer's reported outstanding shares (287,938,740), these transactions represent an immaterial ownership change by percentage terms. The sale origin—RSUs granted 02/28/2024—suggests this is disciplined monetization of equity awards rather than a financing or change in control. Investors should view this as standard insider liquidity activity disclosed under Rule 144 and 10b5‑1 procedures.

Corporate Governance Expert

TL;DR: The form reflects standard insider compliance with Rule 144/10b5‑1; timing and prior 10b5‑1 sale are documented and appropriate.

The notice identifies the broker, planned sale date, acquisition via RSUs, and prior 10b5‑1 sales, which aligns with good disclosure practice. The filer certifies absence of undisclosed material adverse information and notes plan adoption/instruction fields, preserving the safe harbor. Given the quantities and the RSU origin, this filing signals routine governance and insider liquidity rather than governance red flags. Materiality to shareholders is limited based on absolute and relative sizes disclosed.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	10000	207700.00	287938740	09/08/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	02/28/2024	Restricted Stock Units	Issuer			10000	02/28/2024	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
10b5-1 Sales for SOUVIK DAS 777 W. Main Street, Suite 900 Boise ID 83702	Common	08/20/2025	10000	200000.00
SOUVIK DAS 777 W. Main Street, Suite 900 Boise ID 83702	Common	06/30/2025	5273	114282.78

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What shares is the CWAN Form 144 proposing to sell?

The filing proposes to sell 10,000 common shares through Morgan Stanley Smith Barney, valued at $207,700.

When were the shares to be sold acquired?

The shares were acquired as Restricted Stock Units on 02/28/2024 with payment recorded on the same date.

Were there any recent sales by the same person recorded in the filing?

Yes. The filing discloses a 10b5‑1 sale of 10,000 shares on 08/20/2025 for $200,000 and a sale of 5,273 shares on 06/30/2025 for $114,282.78.

On which exchange is the proposed sale expected to occur?

The proposed sale lists the NYSE as the securities exchange.

How material is this sale relative to outstanding shares?

The filing lists 287,938,740 shares outstanding; the proposed 10,000‑share sale is immaterial as a percentage of outstanding shares.