Sahai Sandeep 4

4 · Clearwater Analytics Holdings, Inc. · Filed Apr 2, 2026

AI-generated summary of this filing

Updated Apr 2, 2026

Clearwater (CWAN) CEO Sandeep Sahai Exercises RSUs, Sells Shares

What Happened

Sandeep Sahai, CEO of Clearwater Analytics (CWAN), had Restricted Stock Units (RSUs) vest/settle on 2026-03-31 (reported as exercise/conversion of a derivative). The Form 4 shows 110,448 shares issued at $0.00 (no purchase price).
On the same date he sold 51,967 shares in open-market transactions at $23.80 per share, generating total gross proceeds of $1,236,789. The sale was a sell-to-cover to satisfy tax withholding obligations (not a discretionary sale).

Key Details

Transaction date: 2026-03-31; Form 4 filed: 2026-04-02 (appears timely).
RSUs vested/converted: 110,448 shares reported as "M" (exercise/conversion) at $0.00.
Open-market sales: 51,967 shares sold at $23.80 each; proceeds $1,236,789 (reported as "S").
Footnotes: F1 = shares from RSU vesting; F2 = sales mandated to cover tax withholding ("sell to cover"); F3–F5 = RSU vesting schedule details.
Shares owned after the transactions: not specified in the provided excerpt of the Form 4.

Context

The derivative entries reflect RSU vesting/settlement (no exercise price). The simultaneous open-market sales were to satisfy withholding taxes per the issuer's election and are routine administrative transactions, not necessarily a signal of investment intent.
For retail investors, purchases are typically more informative of insider sentiment; this filing documents vesting and tax-related sales rather than discretionary selling.

Form 4

Period: 2026-03-31

DirectorSee Remarks

Transactions

Exercise/Conversion
Class A Common Stock
[F1]
2026-03-31+12,539→ 1,369,677 total
Exercise/Conversion
Class A Common Stock
[F1]
2026-03-31+75,918→ 1,445,595 total
Exercise/Conversion
Class A Common Stock
[F1]
2026-03-31+21,991→ 1,467,586 total
Sale
Class A Common Stock
[F2]
2026-03-31$23.80/sh−35,717$850,047→ 1,431,869 total
Sale
Class A Common Stock
[F2]
2026-03-31$23.80/sh−10,349$246,301→ 1,421,520 total
Sale
Class A Common Stock
[F2]
2026-03-31$23.80/sh−5,901$140,441→ 1,415,619 total
Exercise/Conversion
Restricted Stock Unit
[F3]
2026-03-31−12,539→ 87,769 total
Exercise: $0.00Exp: 2034-02-28→ Class A Common Stock (12,539 underlying)
Exercise/Conversion
Restricted Stock Unit
[F4]
2026-03-31−21,991→ 241,898 total
Exercise: $0.00Exp: 2035-02-13→ Class A Common Stock (21,991 underlying)
Exercise/Conversion
Restricted Stock Unit
[F5]
2026-03-31−75,918→ 531,423 total
Exercise: $0.00Exp: 2036-02-11→ Class A Common Stock (75,918 underlying)

Footnotes (5)

[F1]These shares represent shares acquired upon the vesting of Restricted Stock Units ("RSUs").
[F2]The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of Restricted Stock Units. The sale is mandated by the Issuer's election to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person.
[F3]6.25% of the Restricted Stock Units shall vest at the end of each 3-month period for the next 4 years following January 1, 2024, and will settle within thirty days of the applicable vesting date.
[F4]6.25% of the Restricted Stock Units shall vest at the end of each 3-month period for the next 4 years following January 1, 2025, and will settle within thirty days of the applicable vesting date.
[F5]12.5% of the Restricted Stock Units shall vest at the end of each 3-month period for the next 2 years following January 1, 2026, and will settle within thirty days of the applicable vesting date.

Signature

/s/ Alphonse Valbrune, as Attorney-in-Fact, for Sandeep Sahai|2026-04-02

1 file