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Clearwater Analytics Holdings, Inc.·4

Jun 25, 8:13 PM ET

Das Souvik 4

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Clearwater (CWAN) CTO Souvik Das Sells Shares in Merger

What Happened
Souvik Das, Chief Technology Officer of Clearwater Analytics (CWAN), disposed of common stock and had multiple equity awards settled for cash in connection with the company’s merger. On June 25, 2026 he: sold 180,372 shares at $24.55 ($4,428,133) and had a series of derivative awards (RSUs/PSUs/options) converted/cashed out — most at the merger price of $24.55 and one set netting $6.71 per share — for a combined cash amount of roughly $15.3 million. Two grant/award entries (27,500 and 60,500 shares at $24.55) were reported as acquisitions and were then disposed the same day as part of the merger settlement.

Key Details

  • Transaction date: June 25, 2026. Primary per-share price: $24.55 (merger consideration); one derivative cash-out reported at $6.71 per share.
  • Total cash received from reported dispositions: approximately $15.3 million.
  • The filing notes 263 shares were purchased on May 29, 2026 under the issuer’s Employee Stock Purchase Plan (ESPP). Those shares are included in reported securities.
  • Footnotes of note:
    • F2: Common stock converted into $24.55 cash per share under the Merger Agreement with GT Silver BidCo.
    • F3: PSUs were deemed achieved at 110% of target but remain subject to time-vesting.
    • F4: Options/RSUs were canceled or converted per merger terms; some options became options in an affiliate and some awards were paid in cash net of exercise price (explains the $6.71 figure).
    • F5–F7: Several RSU awards had scheduled vesting dates extending into 2027–2028 and were treated under the merger terms.
    • F8: Reported options were fully vested.
  • Filing timeliness: no late filing is indicated in the provided data.

Context
These transactions are merger-related cash settlements rather than open-market sales. The $24.55 per-share figure is the negotiated merger consideration (cash paid for each outstanding share). The lower $6.71 per-share result reflects cash paid after deducting option exercise prices for certain awards (per the merger terms). PSUs that were credited above target remain subject to any original time-vesting schedule, so some cash may be subject to continued vesting. This type of settlement is common in acquisitions and reflects deal mechanics more than an individual insider’s market signal.