Sandeep Sahai - Jan 1, 2024 Form 4 Insider Report for Clearwater Analytics Holdings, Inc. (CWAN)

Role: Chief Executive Officer, Director
Signature: /s/ Alphonse Valbrune, as Attorney-in-Fact, for Sandeep Sahai
Stock symbol: CWAN
Transactions as of: Jan 1, 2024
Transactions value $: -$2,526,444
Form type: 4
Date filed: 1/3/2024, 04:29 PM
Previous filing: Dec 19, 2023
Next filing: Jan 18, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	CWAN	Class A Common Stock	Options Exercise	$0	+93.9K	+272.45%	$0.00	128K	Jan 1, 2024	Direct	F1
transaction	CWAN	Class A Common Stock	Tax liability	-$848K	-42.3K	-32.99%	$20.03	86K	Jan 1, 2024	Direct	F2
transaction	CWAN	Class A Common Stock	Options Exercise	$0	+201K	+234.31%	$0.00	287K	Jan 1, 2024	Direct
transaction	CWAN	Class A Common Stock	Tax liability	-$1.68M	-83.8K	-29.15%	$20.03	204K	Jan 1, 2024	Direct

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
transaction	CWAN	Restricted Stock Unit	Options Exercise	$0	-93.9K	-33.33%	$0.00	188K	Jan 1, 2024	Class A Common Stock	93.9K	$0.00	Direct	F3, F4
transaction	CWAN	Restricted Stock Unit	Options Exercise	$0	-201K	-25%	$0.00	604K	Jan 1, 2024	Class A Common Stock	201K	$0.00	Direct	F5, F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Includes 1 share of Class A Common Stock purchased on November 30, 2023, as part of the Issuer's Employee Stock Purchase Plan. In accordance with the Plan, these shares were purchased at a price equal to 85% of the lower of the closing price of the Issuer's Class A Common Stock on June 1, 2023, or November 30, 2023 in transactions exempted by Rule 16b-3(c) and/or Rule 16b-3(d).
F2	The disposition reported on this Form 4 represents shares withheld to cover tax withholding obligations in connection with the vesting and settlement of Restricted Stock Units. The disposition is mandated by the Issuer and does not represent a discretionary transaction by the Reporting Person.
F3	The Restricted Stock Units shall vest in 25% installments on each of the first four (4) anniversaries of the Vesting Period Commencement Date, provided that Participant does not incur a Termination prior to the applicable date. The Vesting Period Commencement Date began on 01-Jan-2022.
F4	This represents the unvested portion of the RSUs granted on September 24, 2021 and does not include other RSUs with different vesting terms.
F5	The Restricted Stock Units shall vest in 25% installments on each of the first four (4) anniversaries of the Vesting Period Commencement Date, provided that Participant does not incur a Termination prior to the applicable date. The Vesting Period Commencement Date began on 01-Jan-2023.
F6	This represents the unvested portion of the RSUs granted on February 20, 2023 and does not include other RSUs with different vesting terms.