Form 4: WCAS Affiliates Distribute Clearwater Analytics Holdings Shares, Adjusting Ownership Structure

Welsh, Carson, Anderson & Stowe (WCAS) affiliates distributed shares of Clearwater Analytics Holdings, Inc. to their members, resulting in adjustments to their beneficial ownership.

Summary

• WCAS XIII Carbon Analytics Acquisition, L.P., WCAS GP CW LLC, WCAS XIII Carbon Investors, L.P., WCAS XII Associates Cayman, L.P., and WCAS XII Associates LLC filed Form 4s detailing changes in their beneficial ownership of Clearwater Analytics Holdings, Inc. (CWAN) securities on June 14, 2024.
• The reported transactions involve the distribution of Class C Common Stock, Class D Common Stock, and CWAN Holdings LLC Interests to the members of WCAS XII Associates LLC and WCAS XII Associates Cayman, L.P.
• WCAS XII Associates LLC distributed 1,235,158 CWAN Holdings LLC Interests and an equivalent number of Class C Common Stock shares, along with 951,404 Class D Common Stock shares, to its members.
• WCAS XII Associates Cayman, L.P. distributed 1,470 CWAN Holdings LLC Interests and an equivalent number of Class C Common Stock shares, along with 791,950 Class D Common Stock shares, to its members.
• Following these distributions, WCAS XII Associates LLC and WCAS XII Associates Cayman, L.P. no longer hold any securities and will cease to be Reporting Persons in future Section 16 filings.
• WCAS XIII Carbon Analytics Acquisition, L.P. directly holds 24,572,711 shares of Class C Common Stock.
• WCAS GP CW LLC directly holds 1,614,949 shares of Class C Common Stock.
• WCAS XIII Carbon Investors, L.P. directly holds 19,838,373 shares of Class D Common Stock.
• The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC.
• Investment and voting decisions regarding the shares held by the WCAS Entities are made by a committee, whose members disclaim beneficial ownership of the shares.

Sentiment

Score: 5

Explanation: The document is a routine regulatory filing detailing share distributions, with no inherent positive or negative sentiment.

Industry Context

Form 4 filings are a standard part of regulatory compliance for individuals and entities with significant ownership in publicly traded companies, providing transparency into their transactions and holdings.

Related Party Transactions

• The distribution of shares and LLC Interests between WCAS affiliates and their members constitutes related party transactions.

Stakeholder Impact

• The distribution of shares may have a minor impact on the shareholder base, but the overall effect is likely to be minimal as the underlying ownership remains within the WCAS network.

Key Dates