Clearwater Analytics (NYSE: CWAN) CFO Jim Cox Reports Stock Transactions

Rhea-AI Filing Summary

Clearwater Analytics Holdings, Inc. Chief Financial Officer Jim Cox reported stock option exercises and related share transactions dated 12/17/2025.

He exercised stock options covering 18,857 shares of Class A common stock at an exercise price of $4.4 per share, increasing his holdings before subsequent dispositions. To cover tax withholding obligations in connection with this exercise and settlement, 11,432 shares were disposed of in a sale mandated by the company and not representing a discretionary transaction by him, at a price of $22 per share. He also sold 7,425 shares of Class A common stock at $22 per share pursuant to a Rule 10b5-1 trading plan adopted on March 11, 2024.

After these transactions, he beneficially owned 328,983 shares of Class A common stock and 144,898 stock options, all held directly.

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

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

X

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^*

Cox James S

(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 Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/17/2025

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

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	12/17/2025		M		18,857	A	$4.4	347,840	D
Class A Common Stock	12/17/2025		F		11,432(1)	D	$22	336,408	D
Class A Common Stock	12/17/2025		S(2)		7,425	D	$22	328,983	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
Stock Option (Right to Buy)	$4.4	12/17/2025		M			18,857	(3)	05/20/2029	Class A Common Stock	18,857	$0.00	144,898	D

Explanation of Responses:

1. The sale reported on this Form 4 includes shares withheld to cover tax withholding obligations in connection with the exercise and settlement of stock options. The sale is mandated by the Issuer and does not represent a discretionary transaction by the Reporting Person.

2. The sale reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 11, 2024.

3. Vests 297,000 share(s) on 02-Nov-2020, 180,000 share(s) on 21-Jan-2020, 105,750 share(s) on 05-Mar-2021, 105,750 share(s) on 01-Jan-2022, 105,750 share(s) on 01-Jan-2023, 105,750 share(s) on 01-Jan-2024

Remarks:

	/s/ Alphonse Valbrune, as Attorney-in-Fact, for Jim Cox	12/17/2025
	** 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.

FAQ

What insider transactions did Clearwater Analytics (CWAN) CFO Jim Cox report?

Jim Cox reported exercising stock options for 18,857 shares of Clearwater Analytics Class A common stock, along with related share dispositions on 12/17/2025.

At what prices did CWAN CFO Jim Cox exercise options and dispose of shares?

He exercised stock options at an exercise price of $4.4 per share and disposed of Class A common shares at a price of $22 per share.

How many Clearwater Analytics (CWAN) shares does CFO Jim Cox own after these transactions?

Following the reported transactions, Jim Cox beneficially owned 328,983 shares of Class A common stock and 144,898 stock options, all held directly.

Were any CWAN shares sold to cover tax withholding obligations for CFO Jim Cox?

Yes. 11,432 shares were disposed of to cover tax withholding obligations in connection with the exercise and settlement of stock options, in a sale mandated by the company and not a discretionary transaction by him.

Did Clearwater Analytics CFO Jim Cox use a Rule 10b5-1 trading plan for any CWAN share sales?

Yes. A sale of 7,425 shares of Class A common stock at $22 per share was effected pursuant to a Rule 10b5-1 trading plan adopted by Jim Cox on March 11, 2024.

What derivative securities related to CWAN does CFO Jim Cox hold after the reported Form 4 transactions?

After the option exercise reported, Jim Cox held 144,898 stock options (stock options with a right to buy Class A common stock) with an expiration date of 05/20/2029, directly.