Form 4: Alclear Investments Converts, Gifts Clear Secure Shares

Alclear Investments, LLC, a 10% owner and director by deputization, converted Class B to Class A shares and subsequently gifted 200,000 Class A shares to Ms. Caryn Seidman Becker.

Summary

• Alclear Investments, LLC, a significant shareholder and director by deputization of Clear Secure, Inc., reported changes in its beneficial ownership.
• On September 9, 2025, Alclear Investments converted 200,000 shares of Class B Common Stock into 200,000 shares of Class A Common Stock on a one-for-one basis.
• Following this conversion, Alclear Investments beneficially owned 351,787 shares of Class B Common Stock and 200,000 shares of Class A Common Stock.
• On September 10, 2025, Alclear Investments transferred 200,000 shares of Class A Common Stock to Ms. Caryn Seidman Becker for no value.
• This transfer is described as a gift transaction and a change in the form of beneficial ownership, exempted under Rule 16a-13.
• Class B Common Stock carries 20 votes per share and economic rights.

Sentiment

Score: 5

Explanation: Neutral. This is a factual report of insider transactions, including a conversion and a gift, which are not inherently positive or negative for the company's operational performance, but rather a change in ownership structure among related parties.

Positives

• The conversion of Class B to Class A shares simplifies the capital structure for the converted shares.
• The transfer to Ms. Caryn Seidman Becker, a key figure (sole manager of Alclear Investments), indicates a strategic distribution of ownership within the controlling entity.

Negatives

• The reporting person's direct beneficial ownership of Class A Common Stock decreased to zero after the gift transaction.
• The gift transaction represents a reduction in direct holdings by Alclear Investments, though the shares remain with a related party.

Risks

• Potential for reduced voting power for the gifted shares if Ms. Seidman Becker's individual voting power is less concentrated than Alclear Investments' previous direct holding of Class B shares (which had 20 votes per share).

Future Outlook

No explicit forward-looking statements or guidance are provided; this filing is a historical report of insider transactions.

Management Comments

• By virtue of its relationship with Ms. Caryn Seidman Becker, the sole manager of Alclear Investments, LLC and an equityholder of Alclear Investments, LLC, the reporting person may be deemed to be director by deputization.
• The reporting person believes that the transfer constitutes a change in form of beneficial ownership of the shares, exempted by Rule 16a-13 under the Securities Exchange Act of 1934.

Industry Context

This insider transaction report is company-specific and does not directly relate to broader industry trends or competitors, other than the general context of corporate governance and insider ownership practices.

Corporate Governance

Related Party Transactions

• Transfer of 200,000 Class A Common Stock shares from Alclear Investments, LLC to Ms. Caryn Seidman Becker for no value. Ms. Seidman Becker is the sole manager and an equityholder of Alclear Investments, LLC.

Stakeholder Impact

• Shareholders: The conversion of Class B to Class A shares and subsequent gift to a key insider (Ms. Caryn Seidman Becker) represents a shift in the direct beneficial ownership structure. While the overall control by the related party group (Alclear Investments and Ms. Seidman Becker) likely remains, the direct holdings of Alclear Investments in Class A shares are reduced to zero.
• Management: Ms. Caryn Seidman Becker, as the recipient of the gifted shares, consolidates direct ownership of a significant block of Class A shares.

Next Steps

• Ms. Caryn Seidman Becker's Form 4 filing on September 11, 2025, will detail her acquisition of the gifted shares.

Key Dates

Recommendation

The filing details a conversion of Class B to Class A common stock and a subsequent gift of Class A shares between Alclear Investments, LLC and its sole manager, Ms. Caryn Seidman Becker. These are internal ownership adjustments among related parties and do not reflect a change in the company's operational performance, financial health, or strategic direction. As such, the filing does not present new information that would fundamentally alter an investment decision, warranting a 'hold' recommendation.

Keywords

Clear Secure, YOU, Alclear Investments, Caryn Seidman Becker, Form 4, SEC filing, beneficial ownership, Class A Common Stock, Class B Common Stock, stock conversion, gift transaction, insider trading, corporate governance