Cox James S 4
4 · Clearwater Analytics Holdings, Inc. · Filed Mar 17, 2026
Research Summary
AI-generated summary of this filing
Clearwater Analytics CFO James Cox Exercises Options, Sells Shares
What Happened James S. Cox, Chief Financial Officer of Clearwater Analytics (CWAN), exercised 37,235 stock options on 2026-03-16 (exercise price $4.40 per share; cash paid $163,834). Following the exercise, 42,235 shares were disposed the same day: 23,535 shares were withheld/sold to cover tax withholding (weighted avg price $23.32; proceeds $548,860), and 18,700 shares were sold in open market transactions (13,700 shares at a weighted avg $23.32, proceeds $319,498; and 5,000 shares at $23.37, proceeds $116,858). Total gross proceeds from sales were $985,216; after accounting for the exercise cost of $163,834, the net cash to the reporting person was about $821,382. Net share change from these transactions is a reduction of 5,000 shares (acquired 37,235 vs. disposed 42,235).
Key Details
- Transaction date: 2026-03-16; Form 4 filed 2026-03-17 (timely).
- Exercise: 37,235 options at $4.40 (cash paid $163,834).
- Sales: 23,535 shares withheld/sold for tax ($23.32 weighted avg; $548,860) — mandated by issuer (F1); 13,700 shares sold under a Rule 10b5-1 plan (weighted avg $23.32; $319,498) (F2, F3); 5,000 shares sold under the 10b5-1 plan at $23.37 ($116,858) (F2, F4).
- Total shares sold: 42,235 for total proceeds of $985,216.
- Net shares: -5,000 (sold more than acquired in this round).
- Footnotes: F1 = shares sold to cover tax withholding (issuer-mandated); F2 = sales effected under a 10b5-1 trading plan adopted 3/11/2024; F3/F4 = weighted-average prices reflect execution ranges; F5 notes prior vesting schedule for awards.
- Shares owned after transaction: not specified in the supplied filing excerpt.
Context
- This was effectively a cashless exercise/settlement: options were exercised and a portion of the resulting shares were sold to cover taxes and pursuant to a prearranged 10b5-1 plan. The tax-withholding sale was mandated by the issuer and was not a discretionary open-market liquidation. Prearranged 10b5-1 sales indicate the open-market sells were made under a trading plan adopted earlier (March 11, 2024).
Insider Transaction Report
- Exercise/Conversion
Class A Common Stock
2026-03-16$4.40/sh+37,235$163,834→ 511,349 total - Tax Payment
Class A Common Stock
[F1]2026-03-16$23.32/sh−23,535$548,860→ 487,814 total - Sale
Class A Common Stock
[F2][F3]2026-03-16$23.32/sh−13,700$319,498→ 474,114 total - Sale
Class A Common Stock
[F4]2026-03-16$23.37/sh−5,000$116,858→ 469,114 total - Exercise/Conversion
Stock Option (Right to Buy)
[F5]2026-03-16−37,235→ 39,052 totalExercise: $4.40Exp: 2029-05-20→ Class A Common Stock (37,235 underlying)
Footnotes (5)
- [F1]The sale reported on this Form 4 includes shares withheld to cover tax withholding obligations in connection with the exercise and settlement of stock options. The sale is mandated by the Issuer and does not represent a discretionary transaction by the Reporting Person.
- [F2]The sale reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on March 11, 2024.
- [F3]This transaction was executed in multiple trades at prices ranging from $23.27 USD to $23.44 USD; the price reported above reflects the weighted average sale price.
- [F4]This transaction was executed in multiple trades at prices ranging from $23.29 USD to $23.43 USD; the price reported above reflects the weighted average sale price.
- [F5]Vests 297,000 share(s) on 02-Nov-2020, 180,000 share(s) on 21-Jan-2020, 105,750 share(s) on 05-Mar-2021, 105,750 share(s) on 01-Jan-2022, 105,750 share(s) on 01-Jan-2023, 105,750 share(s) on 01-Jan-2024