Kenneth L. Cornick - 28 May 2025 Form 4 Insider Report for Clear Secure, Inc. (YOU)

Signature
/s/ Lynn Haaland, Attorney-in-Fact
Issuer symbol
YOU
Transactions as of
28 May 2025
Net transactions value
$0
Form type
4
Filing time
30 May 2025, 16:28:26 UTC
Previous filing
22 May 2025
Next filing
24 Jul 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Cornick Kenneth L. Director, 10%+ Owner 85 10TH AVENUE, 9TH FLOOR, NEW YORK /s/ Lynn Haaland, Attorney-in-Fact 30 May 2025 0001868811

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction YOU Class D Common Stock Disposed to Issuer -200,000 -4.9% 3,849,978 28 May 2025 See footnote F1, F2, F3
transaction YOU Class B Common Stock Award +200,000 200,000 28 May 2025 See footnote F1, F3, F4
transaction YOU Class B Common Stock Disposed to Issuer -200,000 -100% 0 28 May 2025 See footnote F3, F4, F5
transaction YOU Class A Common Stock Award +200,000 +134% 349,093 28 May 2025 See footnote F3, F5
holding YOU Class A Common Stock 64,935 28 May 2025 Direct
holding YOU Class A Common Stock 125,447 28 May 2025 By Family Revocable Trust

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 YOU Non-voting common units of Alclear Holdings, LLC Disposed to Issuer -200,000 -4.9% 3,849,978 28 May 2025 Class B Common Stock and Class A Common Stock 200,000 See footnote F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to the terms of the Exchange Agreement, dated June 29, 2021, by and among the Issuer, Alclear Holdings, LLC ("Alclear") and the equityholders of Alclear (the "Exchange Agreement"), non-voting common units of Alclear ("Common Units"), together with a corresponding number of shares of Class D common stock of the Issuer ("Class D Common Stock"), were exchanged for Class B common stock of the Issuer ("Class B Common Stock") on a one-for-one basis. The exchange rights under the Exchange Agreement do not expire.
F2 Shares of Class D Common Stock have 20 votes per share but no economic rights (including rights to dividends and distributions upon liquidation) and are issued in an equal amount to the number of Common Units of Alclear held.
F3 Alclear Investments II, LLC is controlled by Mr. Cornick, its sole manager, who has dispositive control and voting control over the shares held by Alclear Investments II, LLC.
F4 Shares of Class B Common Stock have 20 votes per share and economic rights (including rights to dividends and distributions upon liquidation).
F5 Pursuant to the terms of the Issuer's Certificate of Incorporation, each share of Class B Common Stock was converted into a share of Class A common stock of the Issuer ("Class A Common Stock") on a one-for-one basis.