Clearwater Analytics Holdings, Inc. SEC Filings

Clearwater Analytics Holdings Inc ownership filing shows Vanguard Portfolio Management reports beneficial ownership of 18,536,479 shares of Common Stock, representing 6.29% of the class as of 03/31/2026. The filing lists sole dispositive power for 18,536,479 shares and sole voting power for 242,646 shares. The statement is signed by Vanguard's Head of Global Fund Administration on 04/29/2026.

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.

CWAN submitted a Form 144 notice reporting proposed sales of Common stock tied to option exercises and vested awards. The notice lists 18,700 shares (exercise of stock options), 13,700 shares (exercise, cash), and 5,000 RSUs with dates shown.

The excerpt also lists recent 10b5-1 plan sales, including 93,930 shares on 02/18/2026 and multiple sales of 18,700 shares on other dates with proceeds reported.

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 about $24.01 per share. The transaction on April 8, 2026 was executed under a pre-arranged Rule 10b5-1 trading plan, and Das continues to hold 200,109 shares directly after the sale, indicating he retained the vast majority of his stake.

SOUVIK DAS submitted a Form 144 disclosure showing proposed sales of Common stock and recent brokered transactions. The filing lists 10,000 Restricted Stock Units dated 02/28/2024 as securities to be sold through Morgan Stanley Smith Barney LLC. The filing also reports recent Rule 10b5-1 sales: 14,686 shares for $349,519.46 on 03/31/2026, 10,000 shares for $233,730.00 on 03/09/2026, 88,848 shares for $2,082,748.16 on 02/18/2026, and 10,000 shares for $238,875.00 on 02/09/2026.

Clearwater Analytics Holdings, Inc. proposes to merge with GT Silver BidCo, Inc. in a cash merger at $24.55 per share. The Board and a Special Committee recommended the Merger after receiving fairness opinions from PJT Partners and J.P. Morgan. Stockholders will vote at a virtual special meeting on May 6, 2026; record date was April 6, 2026 when 298,388,859 shares were outstanding. Parent has equity commitments of $5,904,969,802 and debt commitments totaling $3,525,000,000; the Merger is not conditioned on financing. Company equity awards, OpCo units and Class B shares will be exchanged and converted into Class A shares that are entitled to the Merger consideration, appraisal rights are available under Section 262 of the DGCL, and closing remains subject to regulatory clearances and other customary conditions.

Clearwater Analytics Holdings, Inc. is asking stockholders to approve a proposed merger under an Agreement and Plan of Merger dated December 20, 2025, by which GT Silver Merger Sub will merge into the Company and the surviving entity will be owned by funds managed by Permira, Warburg Pincus, Francisco Partners and Temasek. At the Effective Time, each outstanding share of Company Class A common stock (other than excluded or appraisal shares) will convert into the right to receive $24.55 per share in cash.

The Board and a Special Committee of independent directors, after receiving fairness opinions from PJT Partners and J.P. Morgan, recommend that stockholders vote FOR the Merger Agreement Proposal, the advisory compensation proposal and the adjournment proposal. The proxy describes financing commitments, a mandatory OpCo Units Exchange, appraisal rights under Section 262 (DGCL), customary closing conditions, go-shop/no-solicit provisions, and termination fees.

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.

Clearwater Analytics Holdings, Inc. Chief Financial Officer James S. Cox reported compensation-related equity activity involving Restricted Stock Units on March 31, 2026. He exercised RSU-derived derivative positions to acquire 37,936 shares of Class A Common Stock at an exercise price of $0.00 per share, reflecting vesting of previously granted awards.

On the same date, Cox sold 21,631 shares of Class A Common Stock at an average price of $23.7995 per share. A footnote explains these sales were made to cover tax withholding obligations in connection with RSU vesting under a mandated “sell to cover” arrangement and are not discretionary trades. Following these transactions, Cox directly held 485,419 shares of Class A Common Stock.