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Clearwater Analytics Holdings, Inc. Chief Client Officer Subi Sethi reported multiple equity award vestings and related tax sales in Class A Common Stock. On February 18, 2026, Sethi acquired a total of 164,998 shares through the vesting of performance stock units tied to the company’s 2025 revenue growth from grants made in 2023, 2024, and 2025.
On the same date, Sethi sold 76,689 shares at an average price of $23.4417 per share. Footnotes state these sales were mandated "sell to cover" transactions to satisfy tax withholding obligations upon PSU vesting and were not discretionary trades. Following these transactions, Sethi directly owned 365,490 shares of Class A Common Stock.
Clearwater Analytics Holdings, Inc. Chief Financial Officer James S. Cox reported multiple equity compensation events in Class A common stock. On February 18, 2026, he acquired 18,332, 45,833, and 113,182 shares through vesting and settlement of performance stock units tied to the company’s revenue growth in 2025.
On the same date, Cox sold 9,710, 24,275, and 59,945 shares at an average price of $23.4417 per share to cover tax withholding obligations from these PSU vestings, as required by the company’s “sell to cover” election. After these transactions, he held 474,114 shares of Class A common stock directly.
Clearwater Analytics Holdings, Inc. CEO Sandeep Sahai reported a mix of equity award vesting and related tax sales in Class A Common Stock. On February 18, 2026, he acquired 73,558, 129,012, and 295,471 shares through the vesting and settlement of performance stock units (PSUs) granted in 2023, 2024, and 2025, which vested based on revenue growth performance in 2025.
On the same date, he sold 34,533, 60,567, and 138,713 shares of Class A Common Stock at $23.4417 per share in open-market transactions to cover tax withholding obligations associated with these PSU settlements. A footnote states these “sell to cover” transactions were mandated by the company and were not discretionary. Following the reported transactions, Sahai’s directly held Class A Common Stock reflected updated totals in the filing, including a 13‑share adjustment to correct his beneficial ownership figure.
Clearwater Analytics Holdings, Inc. Chief Revenue Officer Scott Stanley Erickson reported multiple equity award settlements and related share sales involving Class A Common Stock. On the reported date, he acquired shares through the vesting of performance stock units granted in 2023, 2024, and 2025, which vested based on the company’s 2025 revenue growth performance criteria.
Following these vestings, he sold 74,530 shares at a price of $23.4417 per share in open-market transactions. According to the disclosure, these sales were mandated "sell to cover" transactions to satisfy tax withholding obligations and were not discretionary. After all transactions, Erickson directly owned 138,630 shares of Class A Common Stock.
Clearwater Analytics Holdings Chief Technology Officer Souvik Das reported vesting of multiple performance stock units that converted into Class A common stock on February 18, 2026. These PSUs were granted in 2023, 2024, and 2025 and vested based on the company’s revenue growth performance in 2025.
On the same date, Das sold 88,848 shares of Class A common stock at $23.4417 per share in open-market transactions. According to the disclosure, these sales were required to cover tax withholding obligations under a “sell to cover” election and were not discretionary trades. After these transactions, Das directly owned 207,132 Class A shares.
Clearwater Analytics Holdings, Inc. Chief Financial Officer James S. Cox reported multiple equity transactions dated February 17, 2026. He exercised stock options that converted into shares of Class A common stock and then reported related dispositions.
The filing shows open-market or private-sale transactions totaling 18,700 shares of Class A common stock, executed at weighted-average prices in the $22–$23 range under a Rule 10b5-1 trading plan adopted on March 11, 2024. Additional shares were withheld and disposed of to satisfy exercise price and tax withholding obligations, which the company describes as mandated rather than discretionary.
After all exercises, sales, and tax-related dispositions, Cox directly held 390,697 shares of Clearwater Analytics Class A common stock.
Clearwater Analytics Holdings, Inc. is using its annual report to highlight a pending cash acquisition and describe its fast-growing SaaS investment platform business. The company agreed on December 20, 2025 to be acquired by an investor group led by Permira and Warburg Pincus, with Temasek and Francisco Partners, in a transaction valued at approximately $8.4 billion. Each share of Class A common stock will convert into the right to receive $24.55 in cash at closing, subject to customary conditions including stockholder approval and required regulatory clearances; early termination of the HSR waiting period was granted on February 13, 2026.
Clearwater provides a cloud-native, single-instance, multi-tenant platform that automates investment accounting, portfolio and order management, risk, performance, compliance and reporting. As of December 31, 2025, it supported over $10 trillion of assets for more than 2,500 clients across 50+ countries, with gross revenue retention of at least 98% in 27 of the past 28 quarters and net revenue retention of 109% in the quarter ended December 31, 2025. The company emphasizes AI-driven automation, with over 900 AI agents and hundreds of automated workflows in production, and has expanded through acquisitions of Beacon, Enfusion and Blackstone’s Bistro platform while noting detailed risks if the merger is delayed or fails to close.
Clearwater Analytics reported a very strong Q4 2025 with revenue of $217.5 million, up 72% year-over-year, and annualized recurring revenue of $841 million, up 77%. Non-GAAP metrics were robust, including non-GAAP net income of $44.4 million and adjusted EBITDA of $74.1 million with a 34.1% margin.
The company generated operating cash flow of $55.3 million and free cash flow of $52.3 million in the quarter, while ending 2025 with $91.2 million in cash and $822.6 million of debt. Clearwater also highlighted rapid adoption of its AI and agentic workflows and reiterated its agreement to be acquired by a Permira and Warburg Pincus–led group in an all-cash transaction valuing the company at about $8.4 billion, with stockholders to receive $24.55 per share, expected to close in the second quarter of 2026.
CWAN insider James Cox has filed a Form 144 notice to sell 18,700 shares of common stock. The planned sale, with an aggregate market value of 432,905.00, is expected around 02/17/2026 through Morgan Stanley Smith Barney on the NYSE.
The shares to be sold come from a mix of recent equity awards. Cox acquired 13,700 shares on 02/17/2026 via a cash exercise of stock options and 5,000 shares on 02/21/2023 from restricted stock units. The filing also lists multiple prior sales over the past three months, including 63,709 shares of common stock sold on 01/01/2026 for gross proceeds of 1,534,909.08, some under a Rule 10b5-1 trading plan.
Clearwater Analytics Holdings, Inc. reported that U.S. antitrust review for its planned take-private merger has advanced, as early termination of the Hart-Scott-Rodino waiting period for the transaction was granted effective February 13, 2026. This regulatory milestone removes a key antitrust condition to closing.
The merger, under an Agreement and Plan of Merger with GT Silver BidCo, Inc. and GT Silver Merger Sub, Inc., is expected to close in the second quarter of 2026, subject to remaining customary conditions. These include stockholder approval by a majority of the overall voting power and a separate majority of disinterested stockholders.