Das Souvik 4

What Happened
Souvik Das, Chief Technology Officer of Clearwater Analytics (CWAN), had 167,750 shares issued upon the vesting/conversion of performance stock units (PSUs) on Feb 18, 2026 (exercise/conversion at $0.00). To satisfy tax-withholding obligations, he sold 88,848 of those shares in open-market transactions at $23.44 per share, generating gross proceeds of $2,082,748. The remaining net shares retained from the vesting event equal 78,902 shares.

Key Details

• Transaction date: Feb 18, 2026; Form 4 filed Feb 20, 2026 (appears timely).
• PSU conversions/exercises (code M): 27,500; 30,250; 110,000 = 167,750 shares acquired at $0.00.
• Sales (open market, code S): 14,566; 58,260; 16,022 = 88,848 shares sold at $23.44, total proceeds $2,082,748.
• Net shares retained from this vesting: 78,902 (167,750 − 88,848).
• Footnotes: PSUs issued on Feb 20, 2023; Feb 28, 2024; and Feb 13, 2025 vested based on 2025 revenue growth (F1–F3). The sales were "sell-to-cover" to satisfy tax withholding and were mandated by the issuer (F4), not discretionary trades.
• Beneficial ownership after the transaction is not reported in the provided excerpt.

Context
These transactions reflect a vesting/settlement of performance awards (conversion of PSUs into shares) followed by a routine sell-to-cover for taxes. Exercising/converting PSUs at $0.00 indicates the awards converted into shares per the PSU terms; the partial immediate sale to cover taxes is common and does not by itself signal the insider’s market view.