SCHEDULE 13G/A: FMR LLC and Abigail P. Johnson Maintain 5.1% Passive Stake in CLEAR SECURE INC
Beneficial Ownership Statement
FMR LLC and Abigail P. Johnson have filed an amended Schedule 13G, reporting a passive beneficial ownership of 5.1% in CLEAR SECURE INC's Class A Common Stock as of December 31, 2024.
Summary
- FMR LLC and Abigail P. Johnson collectively beneficially own 4,795,434.94 shares of CLEAR SECURE INC's Class A Common Stock.
- This ownership represents 5.1% of the total outstanding Class A Common Stock of CLEAR SECURE INC.
- The filing is an Amendment No. 1 to a Schedule 13G, indicating a passive investment intent.
- FMR LLC, classified as a parent holding company, holds sole voting power over 4,793,352.00 shares and sole dispositive power over 4,795,434.94 shares.
- Abigail P. Johnson, an individual, holds sole dispositive power over 4,795,434.94 shares, but no sole or shared voting power.
- The securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing the control of CLEAR SECURE INC.
- Several FMR LLC subsidiaries, including FIAM LLC, Fidelity Diversifying Solutions LLC, Fidelity Management & Research Company LLC, and Strategic Advisers LLC (all Investment Advisers), and Fidelity Management Trust Company (a Bank), are identified as entities that beneficially own shares.
Sentiment
Score: 5
Explanation: The document is a factual, routine regulatory filing disclosing beneficial ownership and does not contain information that would inherently lead to a positive or negative sentiment.
Positives
- A significant institutional investor, FMR LLC, and its affiliate Abigail P. Johnson, maintain a substantial 5.1% stake in CLEAR SECURE INC, indicating continued investment interest.
Future Outlook
NA
Industry Context
This Schedule 13G filing is a routine disclosure of beneficial ownership by a passive institutional investor and does not provide specific insights into broader industry trends or competitive dynamics for CLEAR SECURE INC.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Ownership Structure Disclosure | The document details that members of the Johnson family, including Abigail P. Johnson, are predominant owners (49% voting power) of Series B voting common shares of FMR LLC and have a shareholders' voting agreement, which may deem them a controlling group with respect to FMR LLC under the Investment Company Act of 1940. This relates to the governance of the reporting entity (FMR LLC) rather than the issuer (CLEAR SECURE INC). | NA | Provides transparency regarding the control structure of the reporting entity, FMR LLC, which is a significant shareholder of CLEAR SECURE INC. The filing explicitly states the investment is not for the purpose of changing or influencing control of CLEAR SECURE INC. |
Related Party Transactions
- The filing discloses the beneficial ownership of CLEAR SECURE INC shares by FMR LLC and Abigail P. Johnson, who is a Director, Chairman, and CEO of FMR LLC, and a member of the Johnson family that predominantly owns FMR LLC. This establishes a relationship between the reporting persons and the shares held.
Stakeholder Impact
- Shareholders: Provides transparency regarding a significant institutional and individual holding in the company, confirming a passive investment stance.
- Management: Awareness of a major passive shareholder, but no direct operational or strategic impact indicated by this filing.
Key Dates
| Date | Description |
|---|---|
| 01/03/2023 | Effective date of Power of Attorney for FMR LLC. |
| 01/10/2023 | Date of initial Schedule 13G filing by FMR LLC where Power of Attorney was incorporated by reference. |
| 01/26/2023 | Effective date of Power of Attorney for Abigail P. Johnson. |
| 01/31/2023 | Date of initial Schedule 13G filing by FMR LLC where Abigail P. Johnson's Power of Attorney was incorporated by reference. |
| 12/31/2024 | Date of event which requires filing of this statement (reporting period end). |
| 02/11/2025 | Date of filing of this Schedule 13G Amendment No. 1. |
Keywords
CLEAR SECURE INC, FMR LLC, Abigail P. Johnson, Schedule 13G, beneficial ownership, Class A Common Stock, institutional investment, passive investment, SEC filing
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