Form 4: Clearwater Analytics CFO Exercises Options, Sells Shares Under 10b5-1 Plan
Insider Trading Report
Clearwater Analytics Holdings, Inc. Chief Financial Officer James S. Cox reported the exercise of stock options and subsequent sale of Class A Common Stock, including shares withheld for taxes and sales under a pre-arranged trading plan.
Summary
- James S. Cox, Chief Financial Officer of Clearwater Analytics Holdings, Inc. (CWAN), exercised stock options to acquire 34,584 shares of Class A Common Stock at an exercise price of $4.4 per share on July 15, 2025.
- Following the exercise, 20,884 shares were disposed of at $22.5457 per share to cover tax withholding obligations, a sale mandated by the Issuer.
- Additionally, Mr. Cox sold 13,700 shares at a weighted average price of $22.5457 and 5,000 shares at a weighted average price of $22.3635, both transactions executed under a Rule 10b5-1 trading plan adopted on March 11, 2024.
- After these transactions, Mr. Cox's direct beneficial ownership of Class A Common Stock stands at 348,964 shares, and he retains 321,473 derivative securities (stock options).
Sentiment
Score: 6
Explanation: The sentiment is moderately positive. While there are sales, they are primarily for tax purposes and under a pre-arranged 10b5-1 plan, which suggests a planned liquidity event rather than a reaction to negative company news. The exercise of options at a low strike price indicates the insider is realizing value from long-term incentives.
Positives
- Exercise of stock options indicates a realization of value from previously granted equity incentives.
- The exercise price of $4.4 is significantly lower than the sale prices, indicating a substantial gain for the insider.
Negatives
- The sale of shares, even under a 10b5-1 plan or for tax withholding, reduces the insider's direct equity stake in the company.
Future Outlook
NA
Industry Context
This Form 4 filing details routine insider transactions for an executive at Clearwater Analytics, a financial technology company. Such filings are standard disclosures for publicly traded companies and do not inherently reflect broader industry trends, though they provide transparency into executive compensation and equity management practices within the FinTech sector.
Stakeholder Impact
- Shareholders: The sale of shares by a key executive, even if planned, slightly increases the float and could be perceived as a reduction in direct insider alignment, though the overall impact is minimal given the context of option exercise and tax withholding.
Key Dates
| Date | Description |
|---|---|
| 2020-01-21 | Vesting date for 180,000 shares of stock options. |
| 2020-11-02 | Vesting date for 297,000 shares of stock options. |
| 2021-03-05 | Vesting date for 105,750 shares of stock options. |
| 2022-01-01 | Vesting date for 105,750 shares of stock options. |
| 2023-01-01 | Vesting date for 105,750 shares of stock options. |
| 2024-01-01 | Vesting date for 105,750 shares of stock options. |
| 2024-03-11 | Date Rule 10b5-1 trading plan was adopted by the reporting person. |
| 2025-07-15 | Date of stock option exercise and subsequent sales of Class A Common Stock. |
| 2025-07-16 | Signature date of the Form 4 filing. |
| 2029-05-20 | Expiration date of the stock options. |
Recommendation
holdKeywords
Clearwater Analytics, CWAN, SEC Form 4, Insider Trading, Stock Options, Rule 10b5-1, Beneficial Ownership, CFO, Equity Compensation, Share Sale
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