Baron Group reports 10.80% stake in Guidewire

Guidewire Software, Inc. ownership disclosure: Baron Capital Group, together with subsidiaries BAMCO and Baron Capital Management, reports beneficial ownership of 8,987,623 shares, representing 10.80% of common stock.

Rhea-AI Filing Summary

Guidewire Software, Inc. ownership disclosure: Baron Capital Group, together with subsidiaries BAMCO and Baron Capital Management, reports beneficial ownership of 8,987,623 shares, representing 10.80% of common stock. The filing shows shared voting power of 8,898,229 shares and shared dispositive power of 8,987,623 shares.

The filing describes that BAMCO and BCM are subsidiaries of Baron Capital Group and that Ronald Baron controls BCG; the advisory clients of BAMCO and BCM may hold account-level rights to dividends or sale proceeds.

Insights

Corporate Governance Specialist

Baron-affiliated entities report a >10% stake with shared control.

The filing documents 8,987,623 shares (10.80%) beneficially owned with shared voting power of 8,898,229. This indicates coordinated ownership among Baron-affiliated entities rather than sole individual control.

Key dependency: the filing notes advisory clients may have rights to dividends or proceeds; subsequent schedules could clarify whether holdings are client-specific or held in omnibus accounts.

Investment Stewardship Analyst

Disclosure clarifies group structure and voting/dispositive allocation.

The schedule identifies BCG as the parent, with BAMCO and BCM as subsidiaries and Ronald Baron as controller. The reported figures tie voting and dispositive powers to the group: shared voting 8,898,229, shared dispositive 8,987,623.

Material follow-ups: look for future amendments or Form 4s for changes in voting or individual transfers; cash-flow treatment is not detailed here.

Key Figures

Beneficially owned: 8,987,623 shares Percent of class: 10.80% Shared voting power: 8,898,229 shares +1 more

4 metrics

Beneficially owned 8,987,623 shares Amount beneficially owned reported in Item 4(a)

Percent of class 10.80% Percent of class reported in Item 4(b)

Shared voting power 8,898,229 shares Shared voting power reported in Item 4(c)(ii)

Shared dispositive power 8,987,623 shares Shared dispositive power reported in Item 4(c)(iv)

Key Terms

Beneficial ownership, Shared voting power, Dispositive power, Investment Company Act

4 terms

Beneficial ownership regulatory

"Amount beneficially owned: 8,987,623"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Shared voting power regulatory

"Shared power to vote or to direct the vote: 8,898,229"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

Dispositive power regulatory

"Shared power to dispose or to direct the disposition of: 8,987,623"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

Investment Company Act regulatory

"investment company registered under the Investment Company Act of 1940"

The Investment Company Act is a law that sets rules for businesses whose main activity is managing and selling pooled money, such as mutual funds and other investment funds. It matters to investors because it requires clear reporting, limits managers from putting their own interests ahead of clients, and mandates safekeeping and oversight of assets—similar to safety inspections and traffic rules that help keep shared vehicles reliable and trustworthy.

FAQ

What stake does Baron Capital report in Guidewire Software (GWRE)?

Baron Capital reports beneficial ownership of 8,987,623 shares, equal to 10.80% of Guidewire's common stock. The schedule states shared voting power of 8,898,229 shares and shared dispositive power of 8,987,623 shares for the filing persons.

Which entities are included in the Baron filing for GWRE?

The filing names Baron Capital Group, Inc., and its subsidiaries BAMCO, Inc. and Baron Capital Management, Inc., with Ronald Baron identified as the controlling person. Addresses and citizenship information are provided in the exhibit.

Does the filing state who receives dividends or sale proceeds for the reported shares?

The filing explains that advisory clients of BAMCO and BCM have rights to dividends or sale proceeds in their accounts, and states no known third party holds >5% of the class. It does not identify specific client accounts.

How is voting and dispositive power allocated in this Schedule 13G/A?

The report shows 0 shares with sole voting or dispositive power and records shared voting power of 8,898,229 and shared dispositive power of 8,987,623, indicating shared control across the Baron group entities.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 07/02/2026 - 10:24 AM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 14)

Guidewire Software, Inc.

(Name of Issuer)

Common Stock, $0.0001 par value

(Title of Class of Securities)

40171V100

(CUSIP Number)

06/30/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 40171V100

1

Names of Reporting Persons

BAMCO INC /NY/

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

NEW YORK

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 7,922,989.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 8,012,383.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

8,012,383.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

9.62 %

12

Type of Reporting Person (See Instructions)

IA, CO

SCHEDULE 13G

CUSIP Number(s): 40171V100

1

Names of Reporting Persons

Baron Capital Group, Inc.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

NEW YORK

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 8,898,229.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 8,987,623.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

8,987,623.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

10.80 %

12

Type of Reporting Person (See Instructions)

HC, CO

SCHEDULE 13G

CUSIP Number(s): 40171V100

1

Names of Reporting Persons

Baron Capital Management, Inc.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

NEW YORK

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 975,240.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 975,240.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

975,240.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

1.17 %

12

Type of Reporting Person (See Instructions)

IA, CO

SCHEDULE 13G

CUSIP Number(s): 40171V100

1

Names of Reporting Persons

Ronald Baron

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 8,898,229.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 8,987,623.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

8,987,623.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

10.80 %

12

Type of Reporting Person (See Instructions)

IN, HC

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Guidewire Software, Inc.
(b)	Address of issuer's principal executive offices: 970 Park Pl, Suite 200, San Mateo, CA 94403
Item 2.
(a)	Name of person filing: Baron Capital Group, Inc. ("BCG"), BAMCO, Inc. ("BAMCO"), Baron Capital Management, Inc. ("BCM"), Ronald Baron
(b)	Address or principal business office or, if none, residence: 767 Fifth Avenue, 49th Floor, New York, NY 10153
(c)	Citizenship: BCG, BAMCO and BCM are New York corporations. Ronald Baron is a citizen of the United States.
(d)	Title of class of securities: Common Stock, $0.0001 par value
(e)	CUSIP No.: 40171V100
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 8,987,623
(b)	Percent of class: 10.80 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 8,898,229
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 8,987,623
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. The advisory clients of BAMCO and BCM have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Issuer's common stock in their accounts. To the best of the Filing Persons' knowledge, no such person has such interest relating to more than 5% of the outstanding class of securities.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. BAMCO and BCM are subsidiaries of BCG. Ronald Baron owns a controlling interest in BCG.
Item 8.	Identification and Classification of Members of the Group.
	If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group. Please see Item 3.
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

BAMCO INC /NY/

Signature:	/s/ Ronald Baron
Name/Title:	Chairman and CEO
Date:	07/02/2026

Baron Capital Group, Inc.

Signature:	/s/ Ronald Baron
Name/Title:	Chairman and CEO
Date:	07/02/2026

Baron Capital Management, Inc.

Signature:	/s/ Ronald Baron
Name/Title:	Chairman and CEO
Date:	07/02/2026

Ronald Baron

Signature:	/s/ Ronald Baron
Name/Title:	Individually
Date:	07/02/2026

Comments accompanying signature: Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)