Jones Lisa 4

What Happened
Lisa Jones, a director of Clearwater Analytics Holdings, Inc. (CWAN), had two dispositions on June 25, 2026 that together converted her company stock and vested director RSUs into cash under a merger. She disposed of 26,584 shares at $24.55 each for $652,637, and 15,339 shares labeled as a derivative disposition (RSUs) at $24.55 each for $376,572 — total cash received $1,029,209. These were dispositions to the issuer pursuant to the Merger Agreement, not open-market sales.

Key Details

• Transaction date: 2026-06-25; Price per share: $24.55.
• Shares disposed: 26,584 (stock) + 15,339 (derivative/RSUs) = 41,923 shares; Total cash: $1,029,209.
• Transaction type: Dispositions to issuer (D); second line represents cancellation/payment of derivative awards (RSUs).
• Footnote highlights:
  • F1: Disposal occurred under the Merger Agreement converting each share to $24.55 in cash.
  • F2: RSU vesting schedule noted (partial vesting June 23, 2026 and additional scheduled future vesting dates).
  • F3: All vested awards and Director RSUs were canceled at the Effective Time in exchange for cash equal to $24.55 × shares.
• Shares owned after the transaction: not reported on this Form 4.
• Filing: Form filed 2026-06-25 (same date as transactions) — appears to be timely.

Context
These transactions are a cash-out tied to the company’s merger rather than discretionary open-market sales. The derivative line reflects payment for RSUs and other award cancellations at the merger consideration; such corporate-action dispositions convert equity awards into cash and do not necessarily signal an insider’s view on the company's future performance.