Form 4: Clearwater Analytics CFO Exercises Options and Sells Shares

Clearwater Analytics' Chief Financial Officer, James S. Cox, exercised stock options and sold shares to cover tax obligations and under a pre-arranged trading plan.

Summary

• James S. Cox, the Chief Financial Officer of Clearwater Analytics Holdings, Inc., executed several transactions involving the company's Class A Common Stock on January 15, 2025.
• He exercised stock options to acquire 33,268 shares at a price of $4.40 per share.
• Simultaneously, 19,568 shares were disposed of to cover tax withholding obligations related to the option exercise at a price of $26.9426 per share.
• Additionally, 18,700 shares were sold on the open market under a pre-arranged Rule 10b5-1 trading plan at weighted average prices of $26.9466 and $26.9315 per share.
• Following these transactions, Mr. Cox beneficially owns 279,857 shares of Class A Common Stock and 525,762 stock options.

Sentiment

Score: 6

Explanation: The document reflects routine transactions related to executive compensation and a pre-arranged trading plan. While the sale of shares might cause some concern, it is not unexpected and is part of normal business operations.

Positives

• The exercise of stock options indicates confidence in the company's future prospects by the CFO.
• The pre-arranged trading plan allows for orderly sales of shares.

Negatives

• The sale of shares, even for tax obligations and under a trading plan, could be perceived negatively by some investors.

Risks

• The market may react negatively to the sale of shares by a key executive, even if it is part of a pre-arranged plan.
• Fluctuations in the stock price could impact the value of the remaining shares and options held by Mr. Cox.

Industry Context

This is a routine filing related to executive compensation and trading activity, which is common in publicly traded companies. The use of a 10b5-1 trading plan is a standard practice to avoid accusations of insider trading.

Comparison to Industry Standards

• The use of Rule 10b5-1 trading plans is a common practice among executives at publicly traded companies, such as those in the financial technology sector like SS&C Technologies and Envestnet.
• The stock option exercise and subsequent sale of shares for tax obligations is a typical part of executive compensation packages, similar to what is seen at companies like Black Knight and Fiserv.
• The reported prices for the share sales are within the typical trading range for the company's stock, indicating no unusual market activity.

Stakeholder Impact

• Shareholders may be interested in the trading activity of key executives.
• The transactions have a minor impact on the overall share float.

Key Dates

Keywords

Clearwater Analytics, stock options, insider trading, Form 4, Rule 10b5-1, executive compensation, share sales, James S. Cox, CFO