Form 4: Clear Secure Inc. President and CFO Kenneth L. Cornick Executes Stock Sale Under 10b5-1 Plan
SEC Form 4
Kenneth L. Cornick, President and CFO of Clear Secure, Inc., sold 227,021 shares of Class A Common Stock under a pre-arranged Rule 10b5-1 trading plan.
Summary
- On September 9, 2024, Kenneth L. Cornick, the President and CFO of Clear Secure, Inc., sold 227,021 shares of Class A Common Stock at a weighted average price of $31.05.
- The sale was executed under a pre-arranged Rule 10b5-1 trading plan adopted on March 12, 2024.
- The shares were sold in multiple transactions ranging from $31.00 to $31.30.
- Shares of Class B common stock were converted into Class A common stock on a one-for-one basis to settle the sale transaction.
- Cornick indirectly owns shares through Alclear Investments II, LLC, where he is the sole manager with dispositive and voting control.
- Class D Common Stock has 20 votes per share but no economic rights and are issued in an equal amount to the number of non-voting common units of Alclear Holdings, LLC held.
- 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.
Sentiment
Score: 5
Explanation: The sentiment is neutral as the filing simply reports a routine stock sale under a pre-arranged trading plan. There is no indication of positive or negative implications for the company's performance.
Industry Context
This filing is a routine disclosure of insider transactions and provides transparency to the market regarding the trading activities of company executives. It is a standard practice for executives to utilize 10b5-1 trading plans to avoid accusations of insider trading.
Comparison to Industry Standards
- Form 4 filings are standard practice for publicly traded companies and their insiders.
- The use of a 10b5-1 trading plan is a common method for corporate insiders to sell shares without raising concerns about insider trading, similar to practices seen at companies like Palantir and Snowflake where executives regularly execute pre-planned stock sales.
Stakeholder Impact
- The sale of shares by a key executive could be perceived negatively by some shareholders, but the use of a 10b5-1 plan mitigates concerns about insider trading.
Key Dates
| Date | Description |
|---|---|
| 2021-06-29 | Date of the Exchange Agreement by and among the Issuer, Alclear and the equityholders of Alclear. |
| 2024-03-12 | Date the reporting person adopted the Rule 10b5-1 trading plan. |
| 2024-09-09 | Date of the sale of Class A Common Stock. |
| 2024-09-10 | Date of conversion of Class B Common Stock to Class A Common Stock. |
| 2024-09-11 | Date of signature of the Form 4 filing. |
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