Guidewire Software Inc SEC Filings

Guidewire Software, Inc. (GWRE) – Form 144 filing dated 30 June 2025 discloses a proposed sale of 1,400 common shares by insider Mike Rosenbaum through Morgan Stanley Smith Barney. The planned transaction is valued at ≈ US$0.33 million, based on the stated aggregate market value of US$331,646. With 84.2 million shares outstanding, the new sale represents roughly 0.002% of total shares.

The filing also details a consistent pattern of insider disposals during the prior three-month window. Between 31 March 2025 and 23 June 2025, Rosenbaum executed 21 separate trades totaling 24,125 shares, generating ≈ US$5.33 million in gross proceeds. Adding the proposed sale raises cumulative disposals to 25,525 shares—still well below the 1% Rule 144 threshold and unlikely to create mechanical selling pressure in the secondary market.

While the dollar amounts are modest relative to Guidewire’s market capitalisation, the steady cadence of transactions may attract investor scrutiny over management’s near-term sentiment. The filing does not reference a Rule 10b5-1 trading plan; however, the signature page reiterates the standard representation that the insider is not in possession of undisclosed material adverse information.

No operational metrics, earnings data or corporate events are included in this filing. Consequently, the immediate financial impact on GWRE appears neutral; nevertheless, persistent insider selling can influence perception and warrants monitoring alongside forthcoming earnings releases and guidance.

Guidewire Software, Inc. (GWRE) filed a Form 4 disclosing that Chief Executive Officer and Director Michael George Rosenbaum sold 1,400 shares of common stock on 30 June 2025 at a weighted-average price of $236.89 per share. Gross proceeds total roughly $331,646. The transaction was executed under a pre-arranged Rule 10b5-1 trading plan adopted on 15 October 2024.

Following the sale, Rosenbaum’s direct beneficial ownership declined from 237,268 to 235,868 shares, representing an approximate 0.6 % reduction in his personal stake. No derivative securities were reported, and there were no additional insider transactions disclosed in this filing.

The moderate size of the sale relative to Rosenbaum’s remaining holdings and the existence of a 10b5-1 plan suggest routine portfolio diversification rather than a definitive negative signal. Nonetheless, investors often monitor any insider selling activity by key executives for potential sentiment clues.

UBS AG is offering unsecured, unsubordinated Capped Market-Linked Notes linked to the worse performer between the Nasdaq-100 Index (NDX) and the S&P 500 Index (SPX). The Notes price on 9 July 2025, settle on 14 July 2025 and mature on 14 January 2027 (final valuation 11 January 2027).

Return profile: at maturity investors receive the principal plus (i) the least-performing underlying return if positive, subject to a maximum gain of 15.20% (maximum payment $1,152); or (ii) the greater of the least-performing underlying return and a minimum return of –5.00% if the underlying return is zero or negative. Accordingly, principal is 95 % protected when held to maturity, but upside is capped.

Key economics: issue price $1,000; underwriting discount $6.50 (0.65 %); net proceeds $993.50. The estimated initial value is $959.40–$989.40, below issue price due to internal funding spreads and distribution costs. UBS Securities LLC is the underwriter and may re-allow the full discount to third-party dealers.

Risk considerations: investors bear the credit risk of UBS and market risk of each index on the final valuation date. The Notes pay no coupons, forgo all dividends, are not listed, and may exhibit limited or no secondary liquidity. Trades executed prior to settlement require T+3 settlement arrangements. The offering documents highlight additional risks under “Key Risks” and “Risk Factors.”

Investor suitability: appropriate only for investors who can tolerate up to a 5 % loss, accept capped upside, understand structured products, and intend to hold to maturity.

Director Michael C. Keller of Guidewire Software (GWRE) executed two significant stock sales over consecutive days:

• On June 24, 2025: Sold 1,000 shares at $237.525 per share
• On June 25, 2025: Sold another 1,000 shares at $239.00 per share

Following these transactions, Keller's direct ownership stands at 9,410 shares. The sales were executed through his attorney-in-fact, Winston King. These transactions represent a reduction in Keller's direct holdings but maintain his position as a company director. The sequential sales at increasing prices suggest favorable market conditions for GWRE stock during this period.

Form 144 Notice of Proposed Sale filed for Guidewire Software (NYSE: GWRE) indicates an insider's intent to sell securities. The filing details a proposed sale of 1,000 shares of Class A Common Stock with an aggregate market value of $239,000 through UBS Financial Services, planned for June 25, 2025.

Key transaction details:

• Original acquisition: 2,000 shares through open market purchase on June 15, 2022
• Recent insider sales by Michael C Keller in the past 3 months: - 860 shares on June 16, 2025 ($218,836) - 1,000 shares on June 24, 2025 ($237,419)
• Current shares outstanding: 84,195,000

This Form 144 represents a routine insider sale declaration, required when affiliates intend to sell securities. The seller confirms no knowledge of undisclosed material adverse information regarding Guidewire's operations.

Guidewire Software, Inc. (GWRE) – Form 144 Notice of Proposed Sale

An individual affiliate intends to sell 1,000 Class A common shares through UBS Financial Services on or about 24 June 2025. The shares are valued at an aggregate $238,000, implying an average reference value of roughly $238 per share. Compared with the company’s 84.195 million shares outstanding, the planned sale represents only 0.0012 % of the float, indicating no material dilution or change in control.

The filer previously acquired 2,000 shares in an open-market cash purchase on 15 June 2022. During the past three months, the same insider—identified as Michael C. Keller—sold 860 shares on 16 June 2025, generating $218,836 in gross proceeds (≈ $254 per share). All representations affirm the seller is unaware of undisclosed adverse information, in accordance with Rule 144 and Rule 10b5-1 requirements.

Because the transaction size is immaterial relative to GWRE’s market capitalization and share count, the filing is largely administrative. Nevertheless, it signals incremental insider liquidity activity investors may monitor for trend development.

Guidewire Software CEO Michael George Rosenbaum reported the sale of 1,400 shares of common stock at a price of $238.12 per share on June 23, 2025. The transaction was executed as part of a pre-planned 10b5-1 trading plan established on October 15, 2024.

Following the transaction, Rosenbaum continues to hold 237,268 shares directly. The sale represents a small portion of his total holdings, approximately 0.6% of his position. The transaction was automatically executed under the trading plan, which helps executives avoid accusations of insider trading by establishing predetermined trading parameters.

Key Transaction Details:

• Transaction Type: Automatic sale under 10b5-1 plan
• Total Transaction Value: Approximately $333,368
• Position: CEO and Director
• Ownership Form: Direct

Form 144 Overview – Guidewire Software, Inc. (GWRE)

Mike Rosenbaum has filed a Form 144 indicating an intent to sell 1,400 shares of GWRE common stock on or after 23 June 2025. The proposed shares represent roughly 0.0017 % of the 84.2 million shares outstanding and have an aggregate market value of $333,368 (≈ $238 per share). Morgan Stanley Smith Barney LLC will act as broker and the sale is expected to occur on the NYSE.

Acquisition background: The securities to be sold were received as performance shares on 15 September 2021 directly from the issuer. No alternative consideration was paid.

Recent selling activity: The filer reports 21 separate open-market sales over the past three months, totaling ≈24,125 shares and generating approximately $6.4 million in gross proceeds. Transaction sizes ranged from 45 to 5,925 shares and prices appear to have averaged in the mid-$200 range.

This filing is a notice only; it does not itself consummate the transaction. The signer affirms no undisclosed material adverse information and acknowledges Rule 10b5-1 representations.

Guidewire Software, Inc. (GWRE) has filed a Form 144, indicating the intended sale of 1,585 common shares with an aggregate market value of $395,380.31. The planned trade is scheduled for 18 June 2025 through Morgan Stanley Smith Barney on the NYSE. The filing also discloses that the same insider—identified in prior sales data as Jeffrey Cooper—has sold 4,933 shares for total proceeds of $1.11 million over the last three months (2,826 shares on 17 June 2025 and 2,107 shares on 19 March 2025).

The proposed sale represents less than 0.002 % of GWRE’s outstanding 84.2 million shares, suggesting limited dilution or market-supply impact. No relationship to the issuer or additional adverse information was provided, and the filer affirmed that no undisclosed material information is known. While insider sales can sometimes be viewed negatively, the relatively small size versus float keeps the market impact minimal.