Clearwater Analytics Holdings, Inc.·4

Jun 25, 8:06 PM ET

NieuweWeme Bas 4

Research Summary

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Clearwater (CWAN) Director Bas NieuweWeme Sells 16,713 Shares

What Happened
Bas NieuweWeme, a director of Clearwater Analytics Holdings, Inc. (CWAN), had 16,713 Director Restricted Stock Units (RSUs disposed/canceled) converted into cash as part of the company’s merger. The RSUs were paid at the merger consideration of $24.55 per share, resulting in cash proceeds of $410,304. The filing reports the disposition as a derivative/cash payment tied to the merger, not an open-market sale.

Key Details

  • Transaction date: 2026-06-25; Price: $24.55 per share; Total cash received: $410,304.
  • Shares/units involved: 16,713 Director RSUs (derivative disposition to issuer).
  • Shares owned after transaction: Not specified in the Form 4 filing.
  • Relevant footnotes:
    • F1: The reported RSUs were originally scheduled to vest in three annual installments of 5,571 shares on Aug 4 of 2026, 2027, and 2028 (total 16,713).
    • F2/F3: Under the Merger Agreement dated Dec 20, 2025, each outstanding share/vested award/Director RSU was converted/canceled and exchanged for $24.55 cash per share at the merger’s effective time.
  • Filing timeliness: Reported with a Period of Report and Filing Date of 2026-06-25 (no late filing flagged).

Context
This was a cash-out of compensation-related RSUs as part of an acquisition, not a discretionary open-market sale by the director. Such merger-related cancellations/settlements are routine outcomes of M&A deals and reflect contract terms (merger consideration) rather than a trading decision by the insider.