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CWAN CTO reports RSU vesting and tax sale on 09/30/2025

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

Clearwater Analytics (CWAN) insider activity: Chief Technology Officer Souvik Das reported RSU vesting and related sales on 09/30/2025. He acquired 5,156 and 4,688 shares of Class A common stock at $0.00 upon RSU settlement, then sold 2,537 and 2,790 shares at $17.6772 to cover tax withholding under a mandated “sell to cover.”

Following these transactions, directly held shares were 126,066. Derivative holdings reported included RSUs with 42,187 and 67,031 units remaining. The filing is an amendment made solely to correct the total number of derivative securities beneficially owned; it does not change the previously reported transactions.

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Insider Das Souvik
Role Chief Technology Officer
Sold 5,327 shs ($94K)
Type Security Shares Price Value
Exercise Restricted Stock Unit 4,688 $0.00 --
Exercise Restricted Stock Unit 5,156 $0.00 --
Exercise Class A Common Stock 5,156 $0.00 --
Exercise Class A Common Stock 4,688 $0.00 --
Sale Class A Common Stock 2,537 $17.6772 $45K
Sale Class A Common Stock 2,790 $17.6772 $49K
Holdings After Transaction: Restricted Stock Unit — 42,187 shares (Direct); Class A Common Stock — 126,705 shares (Direct)
Footnotes (1)
  1. These shares represent shares acquired upon the vesting of Restricted Stock Units ("RSUs"). This amendment to Form 4 is being filed solely to correct, due to a scrivener's error, the total number of derivative securities beneficially owned by the reporting person in Table I. This correction has no effect on the transaction(s) previously reported. The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of Restricted Stock Units. The sale is mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person. 6.25% of the Restricted Stock Units shall vest at the end of each 3-month period for the next 4 years following January 1, 2024, and will settle within thirty days of the applicable vesting date. 6.25% of the Restricted Stock Units shall vest at the end of each 3-month period for the next 4 years following January 1, 2025, and will settle within thirty days of the applicable vesting date.
Form 4 Insider Transactions: What Each Field Means →
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).
1. Name and Address of Reporting Person*
Das Souvik
(Last) (First) (Middle)
C/O CLEARWATER ANALYTICS HOLDINGS, INC.
777 W. MAIN STREET, SUITE 900
(Street)
BOISE ID 83702
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Clearwater Analytics Holdings, Inc. [ CWAN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Technology Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
10/02/2025 		6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
Class A Common Stock 09/30/2025 M 5,156(1) A $0.00 126,705(2) D
Class A Common Stock 09/30/2025 M 4,688(1) A $0.00 131,393 D
Class A Common Stock 09/30/2025 S 2,537(3) D $17.6772 128,856 D
Class A Common Stock 09/30/2025 S 2,790(3) D $17.6772 126,066 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Unit $0.00 09/30/2025 M 4,688 (4) 02/28/2034 Class A Common Stock 4,688 $0.00 42,187 D
Restricted Stock Unit $0.00 09/30/2025 M 5,156 (5) 02/13/2035 Class A Common Stock 5,156 $0.00 67,031 D
Explanation of Responses:
1. These shares represent shares acquired upon the vesting of Restricted Stock Units ("RSUs").
2. This amendment to Form 4 is being filed solely to correct, due to a scrivener's error, the total number of derivative securities beneficially owned by the reporting person in Table I. This correction has no effect on the transaction(s) previously reported.
3. The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of Restricted Stock Units. The sale is mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person.
4. 6.25% of the Restricted Stock Units shall vest at the end of each 3-month period for the next 4 years following January 1, 2024, and will settle within thirty days of the applicable vesting date.
5. 6.25% of the Restricted Stock Units shall vest at the end of each 3-month period for the next 4 years following January 1, 2025, and will settle within thirty days of the applicable vesting date.
Remarks:
/s/ Alphonse Valbrune, as Attorney-in-Fact for Souvik Das 11/13/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did CWAN’s CTO report in the Form 4/A?

Souvik Das reported RSU vesting that delivered 5,156 and 4,688 shares at $0.00 and sales of 2,537 and 2,790 shares at $17.6772 to cover taxes.

Why were CWAN shares sold by the CTO on 09/30/2025?

The sales were to satisfy tax withholding obligations via a mandated “sell to cover” tied to RSU vesting, not a discretionary trade.

How many CWAN shares did the CTO hold after the transactions?

Direct beneficial ownership was 126,066 shares after the reported transactions.

What RSU balances were reported after the transactions?

Derivative holdings included RSUs with 42,187 units and 67,031 units remaining.

What was corrected by this Form 4 amendment (Form 4/A)?

It corrected, due to a scrivener’s error, the total number of derivative securities beneficially owned; the previously reported transactions were unchanged.

What was the sale price for the tax-withholding transactions?

The reported sale price was $17.6772 per share.