Scott D. Mackesy - 12 Jun 2025 Form 4 Insider Report for Clearwater Analytics Holdings, Inc. (CWAN)

Role
Director
Signature
/s/ Alphonse Valbrune, as Attorney-in-Fact, for Scott D Mackesy
Issuer symbol
CWAN
Transactions as of
12 Jun 2025
Net transactions value
$0
Form type
4
Filing time
16 Jun 2025, 18:48:04 UTC
Previous filing
09 Dec 2022
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
MACKESY D SCOTT Director C/O CLEARWATER ANALYTICS HOLDINGS, INC., 777 W. MAIN STREET, SUITE 900, BOISE /s/ Alphonse Valbrune, as Attorney-in-Fact, for Scott D Mackesy 16 Jun 2025 0001212997

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CWAN Class B Common Stock Conversion of derivative security +240,129 240,129 12 Jun 2025 See Footnote F1
holding CWAN Class A Common Stock 305,121 12 Jun 2025 See Footnote 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 240,129 12 Jun 2025 Class A Common Stock 240,129 See Footnote F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 As a result of affiliates of Welsh Carson owning less than 5% of the Issuer's common stock on June 12, 2025, the reported shares of Class C Common Stock, which were previously distributed to the Reporting Person by WCAS XIII Associates LLC in pro rata distributions to its members for no consideration that were exempt from reporting pursuant to Rule 16a-9 (the "Distributions"), automatically converted into an equal number of shares of Class B Common Stock (the "Conversion"), of which 159,063 shares of Class B Common Stock are held directly by the Reporting Person and 81,066 shares of Class B Common Stock are held by The D. Scott Mackesy 2014 Irrevocable Descendants Trust. Shares of Class B Common Stock, which are entitled to one vote per share, do not represent economic interests in the Issuer.
F2 The reported securities, which were previously received by the Reporting Person in the Distributions, consist of 197,092 shares of Class A Common Stock held directly by the Reporting Person and 108,029 shares of Class A Common Stock held by The D. Scott Mackesy 2014 Irrevocable Descendants Trust.
F3 The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("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.
F4 The reported securities, which were previously received by the Reporting Person in the Distributions, consist of 197,092 LLC Interests held directly by the Reporting Person and 108,029 shares of LLC Interests held by The D. Scott Mackesy 2014 Irrevocable Descendants Trust.