Clearwater Analytics Holdings, Inc. SEC Filings

Clearwater Analytics Holdings, Inc. Chief Technology Officer Souvik Das reported an open-market sale of 10,000 shares of Class A Common Stock at a weighted average price of $24.354 per share. The trade was executed under a pre-arranged Rule 10b5-1 trading plan adopted on May 6, 2025.

Following this transaction, Das directly holds 180,109 shares of Clearwater Analytics common stock. The filing indicates the sale was carried out in multiple trades within a price range of $24.34 to $24.38 per share.

Souvik Das submitted a Form 144 reporting the proposed sale of 10,000 shares of Common Stock acquired as Restricted Stock Units on 02/28/2024. The filing lists multiple prior 10b5-1 sales in 2026 totaling several transactions with executed share counts and gross proceeds.

The filing identifies Morgan Stanley Smith Barney LLC as the broker and shows executed 10b5-1 transactions on 03/09/2026, 03/31/2026, 04/08/2026, and 05/08/2026 with individual share counts and proceeds disclosed in the table.

Clearwater Analytics Holdings, Inc. director D. Scott Mackesy converted interests in CWAN Holdings LLC and related Class B shares into Class A Common Stock. He exchanged 201,125 LLC Interests held directly and 91,055 LLC Interests held by The D. Scott Mackesy 2014 Irrevocable Descendants Trust, together with an equal number of Class B shares, for 292,180 Class A shares for no consideration. After the transaction, his reported holdings total 633,879 Class A shares, including 427,776 held directly and 206,103 held by the trust. This is a non-market conversion, not an open‑market purchase or sale.

Clearwater Analytics Holdings, Inc. Chief Technology Officer Souvik Das reported an open-market sale of 10,000 shares of Class A common stock on May 8, 2026 at a weighted average price of $24.3359 per share.

The sale was executed under a pre-arranged Rule 10b5-1 trading plan, as noted in the footnotes, indicating it was scheduled in advance rather than timed opportunistically. Following this transaction, Das directly holds 190,109 shares, so he retains a substantial ongoing equity stake in the company.

Reported sales by a Morgan Stanley broker-dealer account and related 10b5-1 plan for a CWAN insider. The filing lists a restricted stock unit grant of 10,000 shares dated 02/28/2024 flagged as "Securities To Be Sold." The excerpt shows multiple 10b5-1 sales by Souvik Das on 04/08/2026 (10,000 shares for $240,121), 03/31/2026 (14,686 shares for $349,519.46), 03/09/2026 (10,000 shares for $233,730), 02/18/2026 (88,848 shares for $2,082,748.16), and 02/09/2026 (10,000 shares for $238,875).

Clearwater Analytics Holdings, Inc. reports strong top-line growth but a small loss for the quarter ended March 31, 2026, while progressing toward a go‑private merger. Revenue rose to $221.2 million from $126.9 million a year earlier, driven by organic growth and the 2025 Enfusion and Beacon acquisitions.

Despite higher scale, Clearwater posted a net loss attributable to the company of $2.8 million, compared with net income of $6.5 million, mainly due to increased interest expense of $12.6 million and sharply higher amortization of acquired intangibles. Adjusted EBITDA grew to $77.4 million, maintaining a 35% margin, reflecting underlying profitability after adding back non‑cash and transaction costs.

The balance sheet shows total assets of $3.03 billion, including $1.27 billion of goodwill and $660.7 million of intangibles from recent deals, and notes payable of $806.4 million under the 2025 Credit Agreement. Annualized recurring revenue reached $871.8 million, with a net revenue retention rate of 108%, underscoring sticky, expanding client relationships.

Clearwater also highlights its pending acquisition by an investor group led by Permira and Warburg Pincus in a transaction valued at approximately $8.4 billion. Each share of Class A common stock is expected to be converted into $24.55 in cash upon closing, subject to remaining conditions including Australian FIRB approval. Following completion, the stock will be delisted from the NYSE.

Clearwater Analytics reported a very strong first quarter of 2026, with revenue of $221.2 million, up 74% from $126.9 million a year earlier. Annualized recurring revenue reached $872 million, a 77% increase, showing rapid growth in its subscription-style business.

GAAP results swung to a small net loss of $2.8 million, but non-GAAP net income rose to $48.6 million and adjusted EBITDA climbed to $77.4 million, a 35% margin. The company is being acquired by a Permira- and Warburg Pincus-led group in a cash deal valuing it at about $8.4 billion, or $24.55 per share, which has been approved by shareholders and is pending final Australian regulatory clearance.

Clearwater Analytics Holdings, Inc. stockholders approved its previously announced merger with GT Silver BidCo, Inc., moving the company toward becoming a wholly owned subsidiary of GT Silver. At the special meeting, holders of 210,766,446 shares of Company Common Stock, about 70.6% of shares entitled to vote, were present or represented by proxy, constituting a quorum.

The Merger Agreement Proposal received 205,143,338 votes for, 1,387,769 against and 4,235,339 abstentions under the majority of outstanding shares standard, and 200,228,312 votes for under the disinterested stockholder standard. Stockholders also approved the advisory compensation proposal. All required regulatory approvals have been obtained except approval from the Australia Foreign Investment Review Board, and, subject to that approval and other customary closing conditions, the merger is expected to close in the second quarter of 2026.