Clearwater (NYSE: CWAN) CFO trades options, keeps 480K shares
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Clearwater Analytics Holdings Chief Financial Officer James S. Cox exercised stock options and completed associated share sales and tax transactions in Class A Common Stock. He exercised 36,968 stock options at an exercise price of $4.40 per share, receiving an equal number of shares. On the same date, he disposed of 23,268 shares to cover tax obligations, classified as tax-withholding transactions, and sold 18,700 shares in open-market trades at weighted-average prices of around $24.07 per share. According to the disclosures, these sales were carried out under a prearranged Rule 10b5-1 trading plan and include issuer-mandated tax withholding, indicating they were largely routine rather than fully discretionary. After all transactions, Cox directly held 480,419 shares of Clearwater Analytics Class A Common Stock.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Net Seller: 18,700 shares ($450,118)
Net Sell
13 txns
Insider
Cox James S
Role
Chief Financial Officer
Sold
18,700 shs ($450K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Stock Option (Right to Buy) | 13,141 | $0.00 | -- |
| Exercise | Stock Option (Right to Buy) | 3,792 | $0.00 | -- |
| Exercise | Stock Option (Right to Buy) | 20,035 | $0.00 | -- |
| Exercise | Class A Common Stock | 13,141 | $4.40 | $58K |
| Exercise | Class A Common Stock | 3,792 | $4.40 | $17K |
| Exercise | Class A Common Stock | 20,035 | $4.40 | $88K |
| Sale | Class A Common Stock | 7,425 | $24.0709 | $179K |
| Sale | Class A Common Stock | 4,870 | $24.0716 | $117K |
| Tax Withholding | Class A Common Stock | 2,387 | $24.06 | $57K |
| Tax Withholding | Class A Common Stock | 8,271 | $24.0716 | $199K |
| Tax Withholding | Class A Common Stock | 12,610 | $24.0709 | $304K |
| Sale | Class A Common Stock | 1,405 | $24.06 | $34K |
| Sale | Class A Common Stock | 5,000 | $24.0718 | $120K |
Holdings After Transaction:
Stock Option (Right to Buy) — 25,911 shares (Direct);
Class A Common Stock — 498,560 shares (Direct)
Footnotes (1)
- 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. This transaction was executed in multiple trades at prices ranging from $24.04 USD to $24.08 USD; the price reported above reflects the weighted average sale price. This transaction was executed in multiple trades at prices ranging from $24.04 USD to $24.085 USD; the price reported above reflects the weighted average sale price. 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. 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
Key Figures
Options exercised: 36,968 shares
Exercise price: $4.40 per share
Open-market shares sold: 18,700 shares
+5 more
8 metrics
Options exercised
36,968 shares
Stock options exercised at $4.40 per share on April 15, 2026
Exercise price
$4.40 per share
Exercise price for stock options converted into Class A Common Stock
Open-market shares sold
18,700 shares
Class A Common Stock sales in open market on April 15, 2026
Average sale price
about $24.07 per share
Weighted-average prices across multiple sale trades
Tax-withholding shares
23,268 shares
Shares delivered or withheld to satisfy tax obligations
Shares held after transactions
480,419 shares
Direct Class A Common Stock holdings following all Form 4 activity
Exercise transactions count
3 transactions
Derivative exercises of stock options (code M) reported
Open-market sales count
4 transactions
Non-derivative sales of Class A Common Stock (code S)
Key Terms
Rule 10b5-1 trading plan, Stock Option (Right to Buy), Class A Common Stock, tax-withholding disposition, +1 more
5 terms
Rule 10b5-1 trading plan regulatory
"The sale reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted..."
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.
Stock Option (Right to Buy) financial
"security_title: Stock Option (Right to Buy) ... conversion or exercise price: 4.4000"
Class A Common Stock financial
"underlying_security_title: Class A Common Stock ... total_shares_following_transaction"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
tax-withholding disposition financial
"transaction_action: tax-withholding disposition ... Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
open-market sale financial
"transaction_action: open-market sale ... Sale in open market or private transaction"
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.
FAQ
What did Clearwater Analytics (CWAN) CFO James S. Cox do in this Form 4 filing?
CFO James S. Cox exercised stock options and completed related share sales and tax transactions. He turned options into Class A Common Stock, sold some shares in the open market, and had additional shares withheld to satisfy tax obligations, while retaining a large direct shareholding.
How many Clearwater Analytics (CWAN) stock options did the CFO exercise and at what price?
He exercised a total of 36,968 stock options at an exercise price of $4.40 per share. Each option converted into one share of Class A Common Stock, increasing his direct holdings before subsequent tax-withholding and sale transactions recorded in the same Form 4.
What overall pattern do the Clearwater Analytics (CWAN) CFO’s Form 4 transactions show?
The pattern is an exercise-and-sell sequence with tax withholding. He exercised options to acquire shares, had some shares withheld for taxes, and sold a portion in the market, all under a Rule 10b5-1 plan, while keeping a significant remaining shareholding in the company.