Marcus Ryu - Sep 23, 2021 Form 3 Insider Report for Clearwater Analytics Holdings, Inc. (CWAN)

Role
Director
Signature
/s/ Alphonse Valbrune, as Attorney-in-Fact, for Marcus Ryu
Stock symbol
CWAN
Transactions as of
Sep 23, 2021
Transactions value $
$0
Form type
3
Date filed
9/23/2021, 09:10 PM
Previous filing
Sep 22, 2021
Next filing
Dec 15, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding CWAN Class B Common Stock 80.6K Sep 23, 2021 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding CWAN CWAN Holdings LLC Interests Sep 23, 2021 Class A Common Stock 80.6K Direct F2
holding CWAN Employee Stock Option (right to buy) Sep 23, 2021 Class A Common Stock 279K $12.40 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Shares of Class B Common Stock do not represent economic interests in the issuer. Upon exchange of CWAN Holdings LLC Interests ("LLC Interests") that are held by the Reporting Person and reported in Table II hereof, an equal number of the reported shares of the Issuer's Class B Common Stock will be transferred to the Issuer and cancelled for no consideration.
F2 Pursuant to the Third Amended and Restated Limited Liability Company Agreement of CWAN Holdings, the Reporting Person may exchange all or a portion of such person's LLC Interests (together with the delivery for no consideration of an equal number of shares of Class B Common Stock) for an equal number of newly issued shares of Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20-day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.
F3 The reported securities are options which vest in four equal annual installments beginning on and including March 9, 2022.

Remarks:

Exhibit List - Exhibit 24.1 - Power of Attorney