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Clear Secure (YOU) DEF 14A Filings

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Here are the DEF 14A proxy statements from Clear Secure, Inc. (YOU) in our archive over the last 12 months, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A DEF 14A covers the proxy statement, with executive pay and the shareholder votes, so if you follow YOU and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full YOU filings page.

Rhea-AI Summary

Clear Secure, Inc. is asking stockholders to vote at its 2026 virtual annual meeting on June 10, 2026 at 8:00 a.m. Eastern Time. The meeting will be held by live audio webcast at www.virtualshareholdermeeting.com/YOU2026, with access using a 16‑digit control number.

Stockholders will vote on five items: electing nine directors for one-year terms, ratifying Ernst & Young LLP as independent auditor, an advisory Say‑on‑Pay vote, amending the charter to remove certain supermajority vote requirements, and amending the charter to clarify the officer exculpation provision. The Board recommends voting FOR all proposals.

The company describes its multi-class structure, where Class A and Class C shares carry one vote per share and Class B and Class D shares carry twenty votes per share, and notes 100,612,468 Class A, 151,787 Class B, 14,266,787 Class C and 18,630,246 Class D shares outstanding as of the April 15, 2026 record date.

The proxy outlines governance practices, including a nine‑member Board with seven independent directors, a lead independent director, and fully independent Audit, Compensation, and Nominating and Corporate Governance Committees, despite Clear being a “controlled company” under NYSE rules. It also highlights director diversity and committee responsibilities.

Compensation discussion emphasizes a pay‑for‑performance philosophy. For 2025, named executive officers’ target pay mixed base salary, annual cash incentives tied mainly to bookings and un‑levered free cash flow, and equity awards split between time‑based RSUs and performance stock units measured on three‑year cumulative un‑levered free cash flow.