Clear Secure CFO RSUs vest; shares withheld for taxes
Clear Secure, Inc. Chief Financial Officer Jennifer Hsu reported routine equity compensation activity tied to restricted stock units (RSUs).
Rhea-AI Filing Summary
Clear Secure, Inc. Chief Financial Officer Jennifer Hsu reported routine equity compensation activity tied to restricted stock units (RSUs). On April 1, 2026, 7,106 RSUs vested and converted into an equal number of Class A Common shares. To cover tax withholding on this vesting, 3,930 shares were automatically withheld at a price of $49.09 per share, rather than sold in the open market. After these transactions and including 44.18 shares acquired through dividend reinvestment, Hsu directly holds 9,738.18 shares of Class A Common Stock and 14,212 RSUs that remain outstanding, with additional RSU tranches scheduled to vest on April 1, 2027 and April 1, 2028.
Positive
- None.
Negative
- None.
Insider Trade Summary
7,106 shares exercised/converted
Exercise
3 txns
Insider
Hsu Jennifer
Role
Chief Financial Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 7,106 | $0.00 | $0.00 |
| Exercise | Class A Common Stock | 7,106 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Class A Common Stock | 3,930 | $49.09 | $193K |
Holdings After Transaction:
Restricted Stock Units — 14,212 contracts (Direct);
Class A Common Stock — 9,738.18 shares (Direct)
Footnotes (3)
- F1. This Form 4 is being filed to report the vesting, and automatic withholding for tax purposes, of a portion of the restricted stock units ("RSUs"). Each RSU represents a contingent right to receive a share of Class A Common Stock of the Issuer, generally subject to the reporting person's continued service. One-third of the RSUs vested on April 1, 2026, and one-third of the RSUs will vest on each of April 1, 2027 and April 1, 2028.
- F2. Includes 44.18 shares acquired by the reporting person since the date of the last report in transactions intended to be exempt pursuant to Rule 16a-11 through automatic dividend reinvestment on terms substantially similar to the terms of the issuer's dividend reinvestment plan (DRIP).
- F3. Represents RSUs automatically withheld to satisfy tax withholding obligations in connection with the vesting of RSUs described in footnote 1, exempt under Rule 16b-3.
Key Figures
RSUs vested: 7,106 units
Shares withheld for taxes: 3,930 shares
Withholding price: $49.09 per share
+4 more
7 metrics
RSUs vested
7,106 units
RSUs vesting and converting on April 1, 2026
Shares withheld for taxes
3,930 shares
Automatic tax withholding on RSU vesting
Withholding price
$49.09 per share
Value used for tax-withholding disposition
Post-transaction common shares
9,738.18 shares
Direct Class A Common Stock held after transactions
Remaining RSUs
14,212 units
RSUs held following vesting and conversion event
Dividend reinvestment shares
44.18 shares
Shares acquired via automatic dividend reinvestment
Future vesting dates
April 1, 2027 and April 1, 2028
Scheduled vesting for remaining RSU tranches
Key Terms
Restricted Stock Units, Rule 16a-11, dividend reinvestment plan (DRIP), Rule 16b-3
4 terms
Restricted Stock Units financial
"This Form 4 is being filed to report the vesting, and automatic withholding for tax purposes, of a portion of the restricted stock units ("RSUs")."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Rule 16a-11 regulatory
"Includes 44.18 shares acquired by the reporting person since the date of the last report in transactions intended to be exempt pursuant to Rule 16a-11 through automatic dividend reinvestment..."
dividend reinvestment plan (DRIP) financial
"...automatic dividend reinvestment on terms substantially similar to the terms of the issuer's dividend reinvestment plan (DRIP)."
A dividend reinvestment plan (DRIP) is a program that automatically uses the cash dividends an investor receives to buy additional shares (or fractions of shares) of the same company instead of paying out cash. Like a snowball that quietly grows larger, it helps investors compound returns over time, increase ownership without manual trades or commission costs, and change future income streams — though dividends used are still taxable as income.
Rule 16b-3 regulatory
"Represents RSUs automatically withheld to satisfy tax withholding obligations in connection with the vesting of RSUs described in footnote 1, exempt under Rule 16b-3."
Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Clear Secure (YOU) CFO Jennifer Hsu report in this Form 4?
CFO Jennifer Hsu reported the vesting of 7,106 restricted stock units, their conversion into Class A Common shares, and automatic share withholding to cover related tax obligations. These actions reflect routine equity compensation mechanics, not open-market share purchases or sales.
How many Clear Secure (YOU) RSUs vested for the CFO on April 1, 2026?
On April 1, 2026, 7,106 restricted stock units vested for CFO Jennifer Hsu, each converting into one share of Class A Common Stock. This represented one-third of her RSU grant, with additional one-third tranches scheduled to vest on April 1, 2027 and April 1, 2028.
Are the Clear Secure (YOU) CFO’s Form 4 transactions open‑market trades?
The reported transactions are not open‑market trades. They reflect RSU vesting, conversion into Class A Common shares, and automatic share withholding to cover tax obligations. No open‑market buy or sell orders were disclosed, indicating routine compensation and tax mechanics instead of discretionary trading.
How are future Clear Secure (YOU) RSU vesting dates structured for the CFO?
The RSU grant for CFO Jennifer Hsu is scheduled to vest in three equal parts. One‑third vested on April 1, 2026, while the remaining one‑third portions are expected to vest on April 1, 2027 and April 1, 2028, assuming continued service with the company.
AI-generated analysis. How Rhea-AI works. Not financial advice.
