Alclear Investments, LLC 4
Research Summary
AI-generated summary
Clear Secure (YOU) 10% Owner Alclear Investments Sells 42,135 Shares
What Happened
- Alclear Investments, LLC (a 10% owner controlled by Caryn Seidman Becker) reported multiple derivative conversions and the acquisition of 76,192 Clear Secure (YOU) shares via exercise/conversion on July 2, 2026. To satisfy tax withholding on vested awards, 42,135 shares were withheld/sold at $53.79 per share for proceeds of $2,266,442.
- The filing also reports large automatic conversions of derivative securities (18,380,246 and 151,787 share entries) tied to the issuer’s charter and exchange agreements; July 2, 2026 was the 5th anniversary of the company’s IPO, which triggered certain automatic conversions and the reported vesting of a portion of performance RSU/PSU awards.
Key Details
- Transaction date: July 2, 2026; Form 4 filed July 7, 2026 (filed after the typical two-business-day Form 4 window).
- Tax-withholding sale: 42,135 shares disposed at $53.79 → $2,266,442 (code F).
- Exercise/acquisition: 76,192 shares acquired via exercise/conversion at $0.00 (code M) — no cash exercise price paid.
- Conversions: multiple conversion entries (code C) for 18,380,246 and 151,787 shares reflecting automatic share-class conversions per the company’s Certificate of Incorporation and Exchange Agreement.
- Shares owned after transaction: not specified in the provided filing.
- Notable footnotes: (1) Automatic class conversions triggered by COI and IPO 5th anniversary; (7) portion of PSUs vested based on 5‑year performance goals, remaining PSUs forfeited; (9) RSUs were automatically withheld to satisfy tax obligations and are exempt under Rule 16b‑3. Alclear Investments is controlled by Caryn Seidman Becker (F8).
Context
- The 42,135-share disposition was a tax-withholding action tied to vesting (routine), not an open-market directional sale. The exercise/acquisition at $0.00 and the automatic conversions result from charter/exchange mechanics and PSU vesting, not a purchase indicating added confidence.
- This filing concerns a 10% owner entity (institutional/insider holdings), controlled by Ms. Seidman Becker, and may be treated differently from ordinary executive open-market trades.