Guidewire Software (GWRE) CFO discloses December 2025 share sales

Rhea-AI Filing Summary

Guidewire Software, Inc. chief financial officer Jeffrey Elliott Cooper reported two sales of the company’s common stock in December 2025. On December 16, 2025, 2,872 shares of common stock were sold at $192.0761 per share, leaving him with 74,201 shares directly owned. On December 18, 2025, a further 1,232 shares were sold at $195 per share, bringing his direct holdings to 72,969 shares.

The disclosure states that the first transaction reflects shares sold by the issuer to cover taxes associated with the settlement of restricted stock units, and that the second transaction was an automatic sale pursuant to a 10b5-1 Trading Plan adopted by the reporting person on October 15, 2024.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Cooper Jeffrey Elliott

(Last) (First) (Middle)

C/O GUIDEWIRE SOFTWARE, INC.

970 PARK PL, SUITE 200

(Street)

SAN MATEO CA 94403

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Guidewire Software, Inc. [ GWRE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/16/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/16/2025		S(1)		2,872	D	$192.0761	74,201	D
Common Stock	12/18/2025		S(2)		1,232	D	$195	72,969	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares sold by Issuer to cover taxes associated with settlement of Restricted Stock Units.

2. Automatic sale pursuant to a 10b5-1 Trading Plan adopted by the Reporting Person on October 15, 2024.

Remarks:

	By: Winston King, Attorney-in-Fact for Jeffrey Elliott Cooper	12/18/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

Who is the reporting person in the Guidewire Software (GWRE) insider transaction?

The reporting person is Jeffrey Elliott Cooper, who serves as Chief Financial Officer of Guidewire Software, Inc. and is filing individually as one reporting person.

What Guidewire Software (GWRE) stock transactions did the CFO report?

The CFO reported two sales of Guidewire Software common stock: 2,872 shares on December 16, 2025 at $192.0761 per share, and 1,232 shares on December 18, 2025 at $195 per share.

How many Guidewire Software (GWRE) shares does the CFO own after these transactions?

After the December 18, 2025 transaction, the filing shows that the CFO beneficially owned 72,969 shares of Guidewire Software common stock directly.

Were the Guidewire Software (GWRE) CFO’s stock sales tax-related or under a 10b5-1 plan?

Yes. The filing explains that 2,872 shares on December 16, 2025 were sold by the issuer to cover taxes associated with settlement of restricted stock units, and that the 1,232-share sale on December 18, 2025 was an automatic sale pursuant to a 10b5-1 Trading Plan adopted on October 15, 2024.

What is the earliest transaction date reported in this Guidewire Software (GWRE) insider filing?

The earliest transaction date reported is December 16, 2025, as shown in both the transaction table and the “Date of Earliest Transaction” field.

What is the relationship of the reporting person to Guidewire Software (GWRE)?

The reporting person is an officer of Guidewire Software, Inc., specifically serving as the company’s Chief Financial Officer, and is not identified as a director or 10% owner.