Form 4: Clearwater Analytics CFO Exercises Options, Sells Shares

Clearwater Analytics Holdings, Inc. CFO James S. Cox reported the exercise of stock options and subsequent sale of Class A Common Stock, including shares withheld for tax obligations, on December 17, 2025.

Summary

• CFO James S. Cox exercised options to acquire 18,857 shares of Class A Common Stock at an exercise price of $4.40 per share.
• Concurrently, 11,432 shares were disposed of at $22.00 per share to cover tax withholding obligations related to the option exercise and settlement. This sale was mandated by the Issuer.
• An additional 7,425 shares were sold at $22.00 per share pursuant to a Rule 10b5-1 trading plan adopted on March 11, 2024.
• Following these transactions, Mr. Cox directly beneficially owns 328,983 shares of Class A Common Stock and 144,898 stock options.

Sentiment

Score: 6

Explanation: The exercise of options is generally positive, indicating management's belief in the stock's value above the exercise price. The subsequent sales are largely routine (tax withholding) or pre-planned (10b5-1), so they do not necessarily signal a negative outlook, but rather a diversification or liquidity event.

Positives

• CFO exercised stock options, indicating a belief in the company's value at the exercise price.

Negatives

• CFO sold a portion of shares, though a significant portion was for tax withholding and the remainder was part of a pre-planned trading strategy.

Future Outlook

NA

Management Comments

• The sale reported on this Form 4 includes shares withheld to cover tax withholding obligations in connection with the exercise and settlement of stock options. The sale is mandated by the Issuer and does not represent a discretionary transaction by the Reporting Person.
• The sale reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 11, 2024.

Industry Context

This Form 4 filing is a routine insider transaction report and does not provide information relevant to broader industry trends or competitive analysis.

Corporate Governance

Stakeholder Impact

• Shareholders: Minor impact from routine insider sales; the exercise of options could be seen as a positive signal of management's confidence.

Next Steps

• Future vesting of remaining stock options according to the established schedule.

Key Dates

Keywords

Clearwater Analytics, CWAN, Form 4, Insider Trading, Stock Options, CFO, James S. Cox, Rule 10b5-1, Equity Compensation, Share Sale, Tax Withholding