Clear Secure, Inc. (YOU) insider reports 500,000-share 10b5-1 sale

Rhea-AI Filing Summary

Clear Secure, Inc.'s chief executive officer, who is also a director and 10% owner, reported pre-planned sales of 500,000 shares of Class A common stock through Alclear Investments, LLC on 12/12/2025 at weighted average prices between $40.00 and $42.06 per share.

The sales were effected under a Rule 10b5-1 trading plan adopted on September 13, 2024. To facilitate settlement, 500,000 non-voting common units of Alclear Holdings, LLC and a corresponding number of Class D common shares were exchanged for Class B and then Class A common stock on a one-for-one basis. After these transactions, Alclear Investments, LLC, which is controlled by Ms. Seidman-Becker as sole manager, continues to hold interests including 19,130,246 non-voting common units paired with Class D common stock and 351,787 shares of Class B common stock, which have 20 votes per share and economic rights.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Seidman Becker Caryn

(Last) (First) (Middle)

85 10TH AVENUE, 9TH FLOOR

(Street)

NEW YORK NY 10011

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Clear Secure, Inc. [ YOU ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/12/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	12/12/2025		S(1)		283,263	D	$40.53(2)	216,737(3)	I	See footnote(4)
Class A Common Stock	12/12/2025		S(1)		214,487	D	$41.31(5)	2,250(3)	I	See footnote(4)
Class A Common Stock	12/12/2025		S(1)		2,250	D	$42.02(6)	214,487(3)	I	See footnote(4)
Class D Common Stock(7)(8)	12/16/2025		D(8)		500,000	D	(8)	19,130,246	I	See footnote(4)
Class B Common Stock(8)(9)	12/16/2025		A(8)		500,000	A	(8)	851,787	I	See footnote(4)
Class B Common Stock(3)(9)	12/16/2025		D(3)		500,000	D	(3)	351,787	I	See footnote(4)
Class A Common Stock(3)	12/16/2025		A(3)		500,000	A	(3)	714,487	I	See footnote(4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Non-voting common units of Alclear Holdings, LLC(8)	(8)	12/16/2025		M			500,000	(8)	(8)	Class B Common Stock and Class A Common Stock	500,000	(8)	19,130,246	I	See footnote(4)

Explanation of Responses:

1. These transactions were automatically effected pursuant to a Rule 10b5-1 trading plan previously adopted by Alclear Investments, LLC on September 13, 2024.

2. These shares were sold in multiple transactions ranging from $40.00 to $40.99. 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 set forth in this footnote and in footnotes 45and 6.

3. 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.

4. Alclear Investments, LLC is controlled by Ms. Seidman-Becker, its sole manager, who has dispositive control and voting control over the shares held by Alclear Investments, LLC.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $41.00 to $41.99, inclusive.

6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $42.00 to $42.06, inclusive.

7. 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.

8. 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.

9. Shares of Class B common stock of the Issuer ("Class B Common Stock") have 20 votes per share and economic rights (including rights to dividends and distributions upon liquidation).

Remarks:

	/s/ Lynn Haaland, Attorney-in-Fact	12/16/2025
	** Signature of Reporting Person	Date
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FAQ

What insider share sales did Clear Secure, Inc. (YOU) report on December 12, 2025?

The reporting person, a director, 10% owner and CEO, sold a total of 500,000 shares of Class A common stock on 12/12/2025 through Alclear Investments, LLC at weighted average prices ranging from $40.00 to $42.06 per share, in multiple transactions.

Was the Clear Secure (YOU) CEO's share sale made under a Rule 10b5-1 plan?

Yes. Footnote 1 states these transactions were automatically effected pursuant to a Rule 10b5-1 trading plan previously adopted by Alclear Investments, LLC on September 13, 2024, intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

What role does Alclear Investments, LLC play in Clear Secure, Inc. (YOU) ownership?

According to footnote 4, Alclear Investments, LLC is controlled by Ms. Seidman-Becker, its sole manager, who has dispositive and voting control over the shares held by Alclear Investments, LLC.

What derivative securities are involved in the Clear Secure (YOU) transactions?

The report shows non-voting common units of Alclear Holdings, LLC as derivative securities. On 12/16/2025, 500,000 units were involved in an exchange, and 19,130,246 such units remained beneficially owned afterward.

How were Class D and Class B shares of Clear Secure (YOU) used in these transactions?

Footnote 8 explains that Common Units and corresponding shares of Class D Common Stock, which have 20 votes per share but no economic rights, were exchanged one-for-one for Class B Common Stock. Footnote 3 then notes that each Class B share was converted into a Class A share on a one-for-one basis to settle the reported sale.

What rights do Clear Secure (YOU) Class B and Class D common shares carry?

Footnote 7 states Class D Common Stock has 20 votes per share but no economic rights and is issued in an equal amount to Common Units. Footnote 9 states Class B Common Stock also has 20 votes per share and includes economic rights, such as rights to dividends and liquidation distributions.