Clearwater CRO exercises RSUs, sells shares for taxes
Clearwater Analytics Holdings, Inc. Chief Revenue Officer Scott Erickson reported compensation-related stock activity involving Restricted Stock Units (RSUs) and Class A Common Stock.
Rhea-AI Filing Summary
Clearwater Analytics Holdings, Inc. Chief Revenue Officer Scott Erickson reported compensation-related stock activity involving Restricted Stock Units (RSUs) and Class A Common Stock. On March 31, 2026, he exercised RSUs covering 35,279 Class A shares at a $0.00 exercise price, increasing his direct holdings.
On the same date, he sold a total of 18,790 Class A shares in open-market transactions at $23.7995 per share. A footnote explains these sales were mandated "sell to cover" transactions to fund tax withholding obligations tied to RSU vesting, and did not represent discretionary trades. After these transactions, he directly held 155,119 Class A shares.
Positive
- None.
Negative
- None.
Insider Trade Summary
Exercise and sale activity reported; no spread calculated
Exercise and Sale
9 txns
Insider
Erickson Scott Stanley
Role
Chief Revenue Officer
Sold
18,790 shs ($447K)
Approx. gross sale proceeds
$447K
Approx. exercise cost
$0.00
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Unit | 3,125 | $0.00 | $0.00 |
| Exercise | Restricted Stock Unit | 5,156 | $0.00 | $0.00 |
| Exercise | Restricted Stock Unit | 26,998 | $0.00 | $0.00 |
| Exercise | Class A Common Stock | 3,125 | $0.00 | $0.00 |
| Exercise | Class A Common Stock | 5,156 | $0.00 | $0.00 |
| Exercise | Class A Common Stock | 26,998 | $0.00 | $0.00 |
| Sale | Class A Common Stock | 14,378 | $23.7995 | $342K |
| Sale | Class A Common Stock | 2,747 | $23.7995 | $65K |
| Sale | Class A Common Stock | 1,665 | $23.7995 | $40K |
Holdings After Transaction:
Restricted Stock Unit — 267,578 contracts (Direct);
Class A Common Stock — 155,119 shares (Direct)
Footnotes (5)
- F1. These shares represent shares acquired upon the vesting of Restricted Stock Units ("RSUs").
- F2. 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.
- F3. 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.
- F4. 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.
- F5. 12.5% of the Restricted Stock Units shall vest at the end of each 3-month period for the next 2 years following January 1, 2026, and will settle within thirty days of the applicable vesting date.
Key Figures
RSU shares exercised: 35,279 shares
Shares sold to cover taxes: 18,790 shares
Sale price per share: $23.7995 per share
+3 more
6 metrics
RSU shares exercised
35,279 shares
Restricted Stock Units converting into Class A Common Stock on March 31, 2026
Shares sold to cover taxes
18,790 shares
Class A Common Stock sold in mandated "sell to cover" transactions
Sale price per share
$23.7995 per share
Price for March 31, 2026 open-market Class A share sales
Shares held after transactions
155,119 shares
Direct Class A Common Stock holdings following March 31, 2026 activity
RSU vesting rate (2024 and 2025 grants)
6.25% every 3 months
RSUs vest each 3-month period for 4 years after January 1, 2024 and January 1, 2025
RSU vesting rate (2026 grant)
12.5% every 3 months
RSUs vest each 3-month period for 2 years after January 1, 2026
Key Terms
Restricted Stock Unit, sell to cover, tax withholding obligations, vesting, +1 more
5 terms
Restricted Stock Unit financial
"These shares represent shares acquired upon the vesting of Restricted Stock Units ("RSUs")."
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
sell to cover financial
"funded by a "sell to cover" transaction and does not represent a discretionary transaction"
Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.
tax withholding obligations financial
"shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement"
vesting financial
"shall vest at the end of each 3-month period for the next 4 years"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
settle within thirty days financial
"and will settle within thirty days of the applicable vesting date."
FAQ
What did CWAN Chief Revenue Officer Scott Erickson report on this Form 4?
Scott Erickson reported RSU vesting and related stock transactions at Clearwater Analytics. He exercised Restricted Stock Units into 35,279 Class A shares and conducted mandated sales to cover tax withholding, ending with 155,119 directly held Class A shares after these compensation-related events.
Were Scott Erickson’s CWAN stock sales discretionary investment decisions?
The filing indicates they were not discretionary. A footnote explains the sales were mandated by Clearwater Analytics’ election to satisfy tax withholding obligations using "sell to cover" transactions related to RSU vesting, rather than voluntary open-market sales initiated by Scott Erickson.
What RSU vesting schedules are disclosed for CWAN Chief Revenue Officer Scott Erickson?
Footnotes describe three RSU schedules. For certain grants, 6.25% of units vest at each three-month period for four years after January 1, 2024 and January 1, 2025, and 12.5% of other units vest at each three-month period for two years after January 1, 2026.
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