Alclear Investments trims Clear Secure (NYSE: YOU) stake with 34,309-share sale
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Alclear Investments, LLC, a major holder of Clear Secure, Inc., reported a mix of equity transactions involving the company’s multi-class share structure. The filing shows an open-market sale of 34,309 shares of Class A Common Stock at a weighted average price of $53.11 per share, executed under a previously adopted Rule 10b5-1 trading plan.
To facilitate this sale, an equal number of Class B Common Stock shares were converted into Class A on a one-for-one basis and then disposed to the issuer, leaving no Class A shares held afterward. The filing also records related dispositions and grants involving Class B, Class D, and non-voting common units, with post-transaction positions including 186,096 Class B shares and 18,380,246 Class D shares, plus the same number of non-voting common units.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Net Seller: 34,309 shares ($1,822,151)
Net Sell
6 txns
Insider
Alclear Investments, LLC
Role
null
Sold
34,309 shs ($1.82M)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Non-voting common units of Alclear Holdings, LLC | 34,309 | $0.00 | -- |
| Disposition | Class D Common Stock | 34,309 | $0.00 | -- |
| Grant/Award | Class B Common Stock | 34,309 | $0.00 | -- |
| Disposition | Class B Common Stock | 34,309 | $0.00 | -- |
| Grant/Award | Class A Common Stock | 34,309 | $0.00 | -- |
| Sale | Class A Common Stock | 34,309 | $53.11 | $1.82M |
Holdings After Transaction:
Non-voting common units of Alclear Holdings, LLC — 18,380,246 shares (Direct, null);
Class D Common Stock — 18,380,246 shares (Direct, null);
Class B Common Stock — 186,096 shares (Direct, null);
Class A Common Stock — 0 shares (Direct, null)
Footnotes (1)
- These transactions were automatically effected pursuant to a Rule 10b5-1 trading plan previously adopted by the reporting person on March 12, 2026. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $53.00 to $53.44, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, and the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range. Pursuant to the terms of the Issuer's Certificate of Incorporation, each share of Class B common stock of the Issuer ("Class B Common Stock") was converted into a share of Class A common stock of the Issuer ("Class A Common Stock") on a one-for-one basis. The resulting shares of Class A Common Stock were used to settle the sale transaction described above, and so after the transactions reported in this Form 4, no shares of Class A Common Stock are held. Pursuant to the terms of the Exchange Agreement, dated June 29, 2021, by and among the Issuer, Alclear and the equity holders of Alclear (the "Exchange Agreement"), Common Units, together with a corresponding number of shares of Class D Common Stock, were exchanged for Class B Common Stock on a one-for-one basis. The exchange rights under the Exchange Agreement do not expire. Shares of Class D Common Stock have 20 votes per share but no economic rights (including rights to dividends and distributions upon liquidation) and are issued in an equal amount to the number of Common Units held. Shares of Class B Common Stock have 20 votes per share and economic rights (including rights to dividends and distributions upon liquidation).
Key Figures
Class A shares sold: 34,309 shares
Sale price: $53.11 per share
Class B holdings after transactions: 186,096 shares
+3 more
6 metrics
Class A shares sold
34,309 shares
Open-market sale of Class A Common Stock
Sale price
$53.11 per share
Weighted average sale price for Class A shares
Class B holdings after transactions
186,096 shares
Total Class B Common Stock directly held after grants and dispositions
Class D holdings after transactions
18,380,246 shares
Class D Common Stock directly held after disposition
Non-voting common units after transactions
18,380,246 units
Non-voting common units of Alclear Holdings, LLC directly held
Rule 10b5-1 plan adoption date
March 12, 2026
Pre-planned trading arrangement governing the sale
Key Terms
Rule 10b5-1 trading plan, Exchange Agreement, Class B Common Stock, Class D Common Stock, +1 more
5 terms
Rule 10b5-1 trading plan regulatory
"These transactions were automatically effected pursuant to a Rule 10b5-1 trading plan previously adopted..."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
Exchange Agreement regulatory
"Pursuant to the terms of the Exchange Agreement, dated June 29, 2021, by and among the Issuer, Alclear..."
A written deal in which two parties agree to swap assets, securities or obligations under set terms—think of it as a formal swap or trade contract. For investors it matters because such agreements can change who owns what, alter a company’s capital structure, affect future cash flows or dilute existing shares, and therefore influence value and risk in a straightforward, contract-driven way.
Class B Common Stock financial
"Shares of Class B Common Stock have 20 votes per share and economic rights..."
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
Class D Common Stock financial
"Shares of Class D Common Stock have 20 votes per share but no economic rights..."
non-voting common units financial
"Non-voting common units of Alclear Holdings, LLC were exchanged together with Class D Common Stock..."
FAQ
What insider transaction did Alclear Investments report for Clear Secure (YOU)?
Alclear Investments reported selling 34,309 shares of Clear Secure Class A Common Stock at a weighted average price of $53.11 per share. The sale was executed under a previously adopted Rule 10b5-1 trading plan and settled using shares converted from Class B stock.
What does the Form 4 show about Clear Secure (YOU) Class D Common Stock?
The filing reports a disposition to the issuer involving 34,309 shares of Class D Common Stock, leaving 18,380,246 Class D shares afterward. Class D shares carry 20 votes per share but no economic rights, matching the number of non-voting common units held.
How many Clear Secure (YOU) non-voting common units does Alclear hold after these transactions?
After the reported exchange and disposition, Alclear Investments holds 18,380,246 non-voting common units of Alclear Holdings, LLC. Under the Exchange Agreement, these units, together with corresponding Class D shares, can be exchanged one-for-one into Class B Common Stock without an expiration date.
Was the Clear Secure (YOU) insider sale pre-planned under Rule 10b5-1?
Yes. A footnote explains the transactions were automatically effected under a Rule 10b5-1 trading plan adopted on March 12, 2026. Such plans pre-schedule trades, meaning the timing of this 34,309-share sale was determined in advance rather than chosen opportunistically.