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WCAS XIII Carbon Investors, L.P.

Disclosed activity across 1 company

Tapewire entity
78570
SEC CIK
0001884565

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Reported relationships

Latest disclosed role at each company.

No relationships currently tracked through insider filings.

Disclosed balances

About these balances

Latest available filing per company, not a reconstructed current portfolio. Matching sequences show the last reported balance with all source rows expandable; grouping alone does not establish account ownership. Do not add unresolved positions together. Filings may omit unchanged positions, and amendments may correct only part of an older disclosure. Jointly reported shares are not necessarily this owner's personal holdings.

No balances currently tracked through insider filings.

Past disclosures · reporting ended (1)

No longer tracked through insider filings. These historical balances do not imply present ownership or a zero position.

Clearwater Analytics Holdings, Inc.

Report date June 12, 2025 · Filed June 12, 2025

Jointly reported with WCAS XIII CARBON ANALYTICS ACQUISITION, L.P., WCAS GP CW LLC, WCAS XIII Associates LLC

Section 16 reporting ended · disclosed 2025-06-12. Current position is not established by this disclosure.

Security / awardOwnership accountDisclosed shares / unitsDisclosure context
Class C Common StockSEC Table I · non-derivativeIndirectSee Footnotes2,751,142 Reported balance After 2025-06-12 transaction · row 1 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 1 · 2025-06-12 · Conversion · Disposed 8,035,688 · Balance 2,751,142

F1: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F2: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F3: Following the Rule 144 Sale (as defined below), 2,597,670 shares of Class C Common Stock were directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 153,472 shares of Class C Common Stock were directly held by WCAS GP CW LLC and 2,069,714 shares of Class D Common Stock were directly held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4: The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and WCAS XIII Carbon Investors, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F6: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

Class C Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2025-06-12 transaction · row 5 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 5 · 2025-06-12 · Conversion · Disposed 2,751,142 · Balance 0

F1: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F7: Following the consummation of the Rule 144 Sale, affiliates of Welsh Carson owned less than 5% of the Issuer's common stock, as a result of which all outstanding shares of Class C Common Stock and Class D Common Stock automatically converted into shares of Class B Common Stock and Class A Common Stock of the Issuer, respectively (the "Conversion"). As a result of the Conversion, 2,335,196 shares of Class B Common Stock were directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 153,472 shares of Class B Common Stock were directly held by WCAS GP CW LLC and 1,885,283 shares of Class A Common Stock were directly held by WCAS XIII Carbon Investors, L.P. Additionally, 262,474 shares of Class B Common Stock and 184,431 shares of Class A Common Stock were directly held by WCAS XIII Associates LLC, which were received in distributions, for no consideration, by the WCAS Entities immediately following the Conversion.

F8: (Continued from footnote 7) The holdings by the WCAS Entities reflected in this Footnote 7 give effect to these distributions.

F6: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

Class D Common StockSEC Table I · non-derivativeIndirectSee Footnotes2,069,714 Reported balance After 2025-06-12 transaction · row 2 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 2 · 2025-06-12 · Conversion · Disposed 6,101,812 · Balance 2,069,714

F1: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F2: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F3: Following the Rule 144 Sale (as defined below), 2,597,670 shares of Class C Common Stock were directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 153,472 shares of Class C Common Stock were directly held by WCAS GP CW LLC and 2,069,714 shares of Class D Common Stock were directly held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4: The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and WCAS XIII Carbon Investors, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F6: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

Class D Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2025-06-12 transaction · row 6 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 6 · 2025-06-12 · Conversion · Disposed 2,069,714 · Balance 0

F1: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F7: Following the consummation of the Rule 144 Sale, affiliates of Welsh Carson owned less than 5% of the Issuer's common stock, as a result of which all outstanding shares of Class C Common Stock and Class D Common Stock automatically converted into shares of Class B Common Stock and Class A Common Stock of the Issuer, respectively (the "Conversion"). As a result of the Conversion, 2,335,196 shares of Class B Common Stock were directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 153,472 shares of Class B Common Stock were directly held by WCAS GP CW LLC and 1,885,283 shares of Class A Common Stock were directly held by WCAS XIII Carbon Investors, L.P. Additionally, 262,474 shares of Class B Common Stock and 184,431 shares of Class A Common Stock were directly held by WCAS XIII Associates LLC, which were received in distributions, for no consideration, by the WCAS Entities immediately following the Conversion.

F8: (Continued from footnote 7) The holdings by the WCAS Entities reflected in this Footnote 7 give effect to these distributions.

F6: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

Class A Common StockSEC Table I · non-derivativeIndirectSee Footnotes14,137,500 Reported balance After 2025-06-12 transaction · row 3 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 3 · 2025-06-12 · Conversion · Acquired 14,137,500 · Balance 14,137,500

F1: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F2: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F3: Following the Rule 144 Sale (as defined below), 2,597,670 shares of Class C Common Stock were directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 153,472 shares of Class C Common Stock were directly held by WCAS GP CW LLC and 2,069,714 shares of Class D Common Stock were directly held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4: The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and WCAS XIII Carbon Investors, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F6: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

Class A Common StockSEC Table I · non-derivativeIndirectSee Footnotes0 Reported balance After 2025-06-12 transaction · row 4 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 4 · 2025-06-12 · Sale · Disposed 14,137,500 · Balance 0

F5: The shares of Class A common stock in this line item were sold pursuant to Rule 144 under the Securities Act of 1933, as amended (the "Rule 144 Sale").

F3: Following the Rule 144 Sale (as defined below), 2,597,670 shares of Class C Common Stock were directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 153,472 shares of Class C Common Stock were directly held by WCAS GP CW LLC and 2,069,714 shares of Class D Common Stock were directly held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4: The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and WCAS XIII Carbon Investors, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F6: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

Class A Common StockSEC Table I · non-derivativeIndirectSee Footnotes2,069,714 Reported balance After 2025-06-12 transaction · row 8 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 8 · 2025-06-12 · Conversion · Acquired 2,069,714 · Balance 2,069,714

F7: Following the consummation of the Rule 144 Sale, affiliates of Welsh Carson owned less than 5% of the Issuer's common stock, as a result of which all outstanding shares of Class C Common Stock and Class D Common Stock automatically converted into shares of Class B Common Stock and Class A Common Stock of the Issuer, respectively (the "Conversion"). As a result of the Conversion, 2,335,196 shares of Class B Common Stock were directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 153,472 shares of Class B Common Stock were directly held by WCAS GP CW LLC and 1,885,283 shares of Class A Common Stock were directly held by WCAS XIII Carbon Investors, L.P. Additionally, 262,474 shares of Class B Common Stock and 184,431 shares of Class A Common Stock were directly held by WCAS XIII Associates LLC, which were received in distributions, for no consideration, by the WCAS Entities immediately following the Conversion.

F8: (Continued from footnote 7) The holdings by the WCAS Entities reflected in this Footnote 7 give effect to these distributions.

F6: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

Class B Common StockSEC Table I · non-derivativeIndirectSee Footnotes2,751,142 Reported balance After 2025-06-12 transaction · row 7 Joint disclosure: continuity of the reported position is unresolved; see ownership footnotes.
1 source row

Row 7 · 2025-06-12 · Conversion · Acquired 2,751,142 · Balance 2,751,142

F7: Following the consummation of the Rule 144 Sale, affiliates of Welsh Carson owned less than 5% of the Issuer's common stock, as a result of which all outstanding shares of Class C Common Stock and Class D Common Stock automatically converted into shares of Class B Common Stock and Class A Common Stock of the Issuer, respectively (the "Conversion"). As a result of the Conversion, 2,335,196 shares of Class B Common Stock were directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 153,472 shares of Class B Common Stock were directly held by WCAS GP CW LLC and 1,885,283 shares of Class A Common Stock were directly held by WCAS XIII Carbon Investors, L.P. Additionally, 262,474 shares of Class B Common Stock and 184,431 shares of Class A Common Stock were directly held by WCAS XIII Associates LLC, which were received in distributions, for no consideration, by the WCAS Entities immediately following the Conversion.

F8: (Continued from footnote 7) The holdings by the WCAS Entities reflected in this Footnote 7 give effect to these distributions.

F6: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

CWAN Holdings LLC InterestsSEC Table II · derivative / convertible securityIndirectSee Footnotes2,751,142 Reported balance After 2024-06-12 transaction · row 9 Instrument identity requires review; Table II rows are not merged.
1 source row

Row 9 · 2024-06-12 · Conversion · Disposed 8,035,688 · Balance 2,751,142

F1: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F2: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F3: Following the Rule 144 Sale (as defined below), 2,597,670 shares of Class C Common Stock were directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 153,472 shares of Class C Common Stock were directly held by WCAS GP CW LLC and 2,069,714 shares of Class D Common Stock were directly held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4: The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and WCAS XIII Carbon Investors, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F6: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

Filing footnotes · ownership attribution and instrument terms

F1: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F2: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F3: Following the Rule 144 Sale (as defined below), 2,597,670 shares of Class C Common Stock were directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 153,472 shares of Class C Common Stock were directly held by WCAS GP CW LLC and 2,069,714 shares of Class D Common Stock were directly held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4: The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and WCAS XIII Carbon Investors, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F5: The shares of Class A common stock in this line item were sold pursuant to Rule 144 under the Securities Act of 1933, as amended (the "Rule 144 Sale").

F6: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

F7: Following the consummation of the Rule 144 Sale, affiliates of Welsh Carson owned less than 5% of the Issuer's common stock, as a result of which all outstanding shares of Class C Common Stock and Class D Common Stock automatically converted into shares of Class B Common Stock and Class A Common Stock of the Issuer, respectively (the "Conversion"). As a result of the Conversion, 2,335,196 shares of Class B Common Stock were directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 153,472 shares of Class B Common Stock were directly held by WCAS GP CW LLC and 1,885,283 shares of Class A Common Stock were directly held by WCAS XIII Carbon Investors, L.P. Additionally, 262,474 shares of Class B Common Stock and 184,431 shares of Class A Common Stock were directly held by WCAS XIII Associates LLC, which were received in distributions, for no consideration, by the WCAS Entities immediately following the Conversion.

F8: (Continued from footnote 7) The holdings by the WCAS Entities reflected in this Footnote 7 give effect to these distributions.

Transaction history

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Purchases/sales include open-market and private transactions. Plan disclosure applies to the filing; individual rows may differ. “Not disclosed” is not “unplanned.”

The cutoff filters transaction history only. Company summaries and owner relationships show the latest available disclosures. Parser corrections can improve historical records.

Transaction dateCompanyActivity / securityShares / unitsReported priceReported valueDetails
March 31, 2023 Filed Mar 31, 2023 19:15 UTC Clearwater Analytics Holdings, Inc. CWAN · Entity 35410 SaleClass A Common Stock 729,953 $14.50 $10,584,318.50
Disclosure

SEC source: 0000899243-23-010127 · doc4.xml · nonDerivative · entry 4

WCAS XII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879860 · 10% owner

WCAS XIII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879859 · 10% owner

WCAS GP CW LLC · CIK 0001879925 · 10% owner

WCAS XII Carbon Investors, L.P. · CIK 0001884563 · 10% owner

WCAS XIII Carbon Investors, L.P. · CIK 0001884565 · 10% owner

Welsh, Carson, Anderson & Stowe XII, L.P. · CIK 0001626317 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware, L.P. · CIK 0001680912 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. · CIK 0001627643 · 10% owner

Welsh, Carson, Anderson & Stowe XII Cayman, L.P. · CIK 0001627644 · 10% owner

WCAS XII ASSOCIATES CAYMAN, L.P. · CIK 0001848620 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 0

F6 · price: This amount represents a public offering price of $15.00 per share of Class A Common Stock less an underwriting discount of $0.50 per share for shares sold in an underwritten public offering.

F3 · ownership.nature: Includes 16,128,491 shares of Class C Common Stock directly held by WCAS XII Carbon Analytics Acquisition, L.P., 24,572,711 shares of Class C Common Stock directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 1,614,949 shares of Class C Common Stock directly held by WCAS GP CW LLC, 11,492,043 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII, L.P., 4,962,735 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware, L.P., 720,175 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., 4,991,414 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., 11,171,342 shares of Class D Common Stock directly held by WCAS XII Carbon Investors, L.P. and 19,838,373 shares of Class D Common Stock directly held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4 · ownership.nature: (continued from footnote 3) Additionally, (i) WCAS XII Associates LLC directly holds (a) 237,253 shares of Class C Common Stock and (b) 183,805 shares of Class D Common Stock and (ii) WCAS XII Associates Cayman, L.P. directly holds (a) 282 shares of Class C Common Stock and (b) 152,117 shares of Class D Common Stock, which were received in a distribution, for no consideration, by the WCAS Entities. The holdings by the WCAS Entities reflected in Footnote 3 give effect to these distributions. The amounts reflected in Footnote 3 and 4 hereof also give effect to the sales reported in this statement which were pursuant to an exercise by the underwriters of their option to purchase additional shares of Class A Common Stock in connection with the previously reported underwritten public offering that initially closed on March 13, 2023.

F5 · ownership.nature: The general partner of Welsh, Carson, Anderson & Stowe XII Delaware, L.P. and Welsh, Carson, Anderson & Stowe XII Cayman, L.P. is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Carbon Analytics Acquisition, L.P., Welsh, Carson, Anderson & Stowe XII, L.P., WCAS XII Associates Cayman, L.P. and Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. is WCAS XII Associates LLC. The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F7 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

Read SEC document
March 30, 2023 Filed Mar 31, 2023 19:15 UTC Clearwater Analytics Holdings, Inc. CWAN · Entity 35410 ConversionCWAN Holdings LLC Interests · Derivative 237,883 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-23-010127 · doc4.xml · derivative · entry 5

WCAS XII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879860 · 10% owner

WCAS XIII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879859 · 10% owner

WCAS GP CW LLC · CIK 0001879925 · 10% owner

WCAS XII Carbon Investors, L.P. · CIK 0001884563 · 10% owner

WCAS XIII Carbon Investors, L.P. · CIK 0001884565 · 10% owner

Welsh, Carson, Anderson & Stowe XII, L.P. · CIK 0001626317 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware, L.P. · CIK 0001680912 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. · CIK 0001627643 · 10% owner

Welsh, Carson, Anderson & Stowe XII Cayman, L.P. · CIK 0001627644 · 10% owner

WCAS XII ASSOCIATES CAYMAN, L.P. · CIK 0001848620 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 42,553,686

Underlying: Class A or Class D Common Stock · 237,883 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F1 · derivative.exercise_price: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · derivative.exercise_price: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F1 · price: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · price: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F1 · derivative.exercise_date: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · derivative.exercise_date: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F1 · derivative.expiration_date: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · derivative.expiration_date: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F2 · derivative.underlying: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F3 · ownership.nature: Includes 16,128,491 shares of Class C Common Stock directly held by WCAS XII Carbon Analytics Acquisition, L.P., 24,572,711 shares of Class C Common Stock directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 1,614,949 shares of Class C Common Stock directly held by WCAS GP CW LLC, 11,492,043 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII, L.P., 4,962,735 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware, L.P., 720,175 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., 4,991,414 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., 11,171,342 shares of Class D Common Stock directly held by WCAS XII Carbon Investors, L.P. and 19,838,373 shares of Class D Common Stock directly held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4 · ownership.nature: (continued from footnote 3) Additionally, (i) WCAS XII Associates LLC directly holds (a) 237,253 shares of Class C Common Stock and (b) 183,805 shares of Class D Common Stock and (ii) WCAS XII Associates Cayman, L.P. directly holds (a) 282 shares of Class C Common Stock and (b) 152,117 shares of Class D Common Stock, which were received in a distribution, for no consideration, by the WCAS Entities. The holdings by the WCAS Entities reflected in Footnote 3 give effect to these distributions. The amounts reflected in Footnote 3 and 4 hereof also give effect to the sales reported in this statement which were pursuant to an exercise by the underwriters of their option to purchase additional shares of Class A Common Stock in connection with the previously reported underwritten public offering that initially closed on March 13, 2023.

F5 · ownership.nature: The general partner of Welsh, Carson, Anderson & Stowe XII Delaware, L.P. and Welsh, Carson, Anderson & Stowe XII Cayman, L.P. is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Carbon Analytics Acquisition, L.P., Welsh, Carson, Anderson & Stowe XII, L.P., WCAS XII Associates Cayman, L.P. and Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. is WCAS XII Associates LLC. The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F7 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

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March 30, 2023 Filed Mar 31, 2023 19:15 UTC Clearwater Analytics Holdings, Inc. CWAN · Entity 35410 ConversionClass A Common Stock 729,953 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-23-010127 · doc4.xml · nonDerivative · entry 3

WCAS XII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879860 · 10% owner

WCAS XIII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879859 · 10% owner

WCAS GP CW LLC · CIK 0001879925 · 10% owner

WCAS XII Carbon Investors, L.P. · CIK 0001884563 · 10% owner

WCAS XIII Carbon Investors, L.P. · CIK 0001884565 · 10% owner

Welsh, Carson, Anderson & Stowe XII, L.P. · CIK 0001626317 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware, L.P. · CIK 0001680912 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. · CIK 0001627643 · 10% owner

Welsh, Carson, Anderson & Stowe XII Cayman, L.P. · CIK 0001627644 · 10% owner

WCAS XII ASSOCIATES CAYMAN, L.P. · CIK 0001848620 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 729,953

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · price: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F3 · ownership.nature: Includes 16,128,491 shares of Class C Common Stock directly held by WCAS XII Carbon Analytics Acquisition, L.P., 24,572,711 shares of Class C Common Stock directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 1,614,949 shares of Class C Common Stock directly held by WCAS GP CW LLC, 11,492,043 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII, L.P., 4,962,735 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware, L.P., 720,175 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., 4,991,414 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., 11,171,342 shares of Class D Common Stock directly held by WCAS XII Carbon Investors, L.P. and 19,838,373 shares of Class D Common Stock directly held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4 · ownership.nature: (continued from footnote 3) Additionally, (i) WCAS XII Associates LLC directly holds (a) 237,253 shares of Class C Common Stock and (b) 183,805 shares of Class D Common Stock and (ii) WCAS XII Associates Cayman, L.P. directly holds (a) 282 shares of Class C Common Stock and (b) 152,117 shares of Class D Common Stock, which were received in a distribution, for no consideration, by the WCAS Entities. The holdings by the WCAS Entities reflected in Footnote 3 give effect to these distributions. The amounts reflected in Footnote 3 and 4 hereof also give effect to the sales reported in this statement which were pursuant to an exercise by the underwriters of their option to purchase additional shares of Class A Common Stock in connection with the previously reported underwritten public offering that initially closed on March 13, 2023.

F5 · ownership.nature: The general partner of Welsh, Carson, Anderson & Stowe XII Delaware, L.P. and Welsh, Carson, Anderson & Stowe XII Cayman, L.P. is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Carbon Analytics Acquisition, L.P., Welsh, Carson, Anderson & Stowe XII, L.P., WCAS XII Associates Cayman, L.P. and Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. is WCAS XII Associates LLC. The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F7 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

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March 30, 2023 Filed Mar 31, 2023 19:15 UTC Clearwater Analytics Holdings, Inc. CWAN · Entity 35410 ConversionClass D Common Stock 492,070 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-23-010127 · doc4.xml · nonDerivative · entry 2

WCAS XII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879860 · 10% owner

WCAS XIII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879859 · 10% owner

WCAS GP CW LLC · CIK 0001879925 · 10% owner

WCAS XII Carbon Investors, L.P. · CIK 0001884563 · 10% owner

WCAS XIII Carbon Investors, L.P. · CIK 0001884565 · 10% owner

Welsh, Carson, Anderson & Stowe XII, L.P. · CIK 0001626317 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware, L.P. · CIK 0001680912 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. · CIK 0001627643 · 10% owner

Welsh, Carson, Anderson & Stowe XII Cayman, L.P. · CIK 0001627644 · 10% owner

WCAS XII ASSOCIATES CAYMAN, L.P. · CIK 0001848620 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 53,512,004

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · security: Includes 16,128,491 shares of Class C Common Stock directly held by WCAS XII Carbon Analytics Acquisition, L.P., 24,572,711 shares of Class C Common Stock directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 1,614,949 shares of Class C Common Stock directly held by WCAS GP CW LLC, 11,492,043 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII, L.P., 4,962,735 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware, L.P., 720,175 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., 4,991,414 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., 11,171,342 shares of Class D Common Stock directly held by WCAS XII Carbon Investors, L.P. and 19,838,373 shares of Class D Common Stock directly held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F1 · price: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · price: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F3 · ownership.nature: Includes 16,128,491 shares of Class C Common Stock directly held by WCAS XII Carbon Analytics Acquisition, L.P., 24,572,711 shares of Class C Common Stock directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 1,614,949 shares of Class C Common Stock directly held by WCAS GP CW LLC, 11,492,043 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII, L.P., 4,962,735 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware, L.P., 720,175 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., 4,991,414 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., 11,171,342 shares of Class D Common Stock directly held by WCAS XII Carbon Investors, L.P. and 19,838,373 shares of Class D Common Stock directly held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4 · ownership.nature: (continued from footnote 3) Additionally, (i) WCAS XII Associates LLC directly holds (a) 237,253 shares of Class C Common Stock and (b) 183,805 shares of Class D Common Stock and (ii) WCAS XII Associates Cayman, L.P. directly holds (a) 282 shares of Class C Common Stock and (b) 152,117 shares of Class D Common Stock, which were received in a distribution, for no consideration, by the WCAS Entities. The holdings by the WCAS Entities reflected in Footnote 3 give effect to these distributions. The amounts reflected in Footnote 3 and 4 hereof also give effect to the sales reported in this statement which were pursuant to an exercise by the underwriters of their option to purchase additional shares of Class A Common Stock in connection with the previously reported underwritten public offering that initially closed on March 13, 2023.

F5 · ownership.nature: The general partner of Welsh, Carson, Anderson & Stowe XII Delaware, L.P. and Welsh, Carson, Anderson & Stowe XII Cayman, L.P. is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Carbon Analytics Acquisition, L.P., Welsh, Carson, Anderson & Stowe XII, L.P., WCAS XII Associates Cayman, L.P. and Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. is WCAS XII Associates LLC. The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F7 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

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March 30, 2023 Filed Mar 31, 2023 19:15 UTC Clearwater Analytics Holdings, Inc. CWAN · Entity 35410 ConversionClass C Common Stock 237,883 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-23-010127 · doc4.xml · nonDerivative · entry 1

WCAS XII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879860 · 10% owner

WCAS XIII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879859 · 10% owner

WCAS GP CW LLC · CIK 0001879925 · 10% owner

WCAS XII Carbon Investors, L.P. · CIK 0001884563 · 10% owner

WCAS XIII Carbon Investors, L.P. · CIK 0001884565 · 10% owner

Welsh, Carson, Anderson & Stowe XII, L.P. · CIK 0001626317 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware, L.P. · CIK 0001680912 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. · CIK 0001627643 · 10% owner

Welsh, Carson, Anderson & Stowe XII Cayman, L.P. · CIK 0001627644 · 10% owner

WCAS XII ASSOCIATES CAYMAN, L.P. · CIK 0001848620 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 42,553,686

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F1 · price: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · price: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F3 · ownership.nature: Includes 16,128,491 shares of Class C Common Stock directly held by WCAS XII Carbon Analytics Acquisition, L.P., 24,572,711 shares of Class C Common Stock directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 1,614,949 shares of Class C Common Stock directly held by WCAS GP CW LLC, 11,492,043 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII, L.P., 4,962,735 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware, L.P., 720,175 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., 4,991,414 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., 11,171,342 shares of Class D Common Stock directly held by WCAS XII Carbon Investors, L.P. and 19,838,373 shares of Class D Common Stock directly held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4 · ownership.nature: (continued from footnote 3) Additionally, (i) WCAS XII Associates LLC directly holds (a) 237,253 shares of Class C Common Stock and (b) 183,805 shares of Class D Common Stock and (ii) WCAS XII Associates Cayman, L.P. directly holds (a) 282 shares of Class C Common Stock and (b) 152,117 shares of Class D Common Stock, which were received in a distribution, for no consideration, by the WCAS Entities. The holdings by the WCAS Entities reflected in Footnote 3 give effect to these distributions. The amounts reflected in Footnote 3 and 4 hereof also give effect to the sales reported in this statement which were pursuant to an exercise by the underwriters of their option to purchase additional shares of Class A Common Stock in connection with the previously reported underwritten public offering that initially closed on March 13, 2023.

F5 · ownership.nature: The general partner of Welsh, Carson, Anderson & Stowe XII Delaware, L.P. and Welsh, Carson, Anderson & Stowe XII Cayman, L.P. is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Carbon Analytics Acquisition, L.P., Welsh, Carson, Anderson & Stowe XII, L.P., WCAS XII Associates Cayman, L.P. and Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. is WCAS XII Associates LLC. The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F7 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

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March 28, 2023 Filed Mar 28, 2023 19:45 UTC Clearwater Analytics Holdings, Inc. CWAN · Entity 35410 SaleClass A Common Stock 1,220,047 $14.50 $17,690,681.50
Disclosure

SEC source: 0000899243-23-009836 · doc4.xml · nonDerivative · entry 4

WCAS XII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879860 · 10% owner

WCAS XIII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879859 · 10% owner

WCAS GP CW LLC · CIK 0001879925 · 10% owner

WCAS XII Carbon Investors, L.P. · CIK 0001884563 · 10% owner

WCAS XIII Carbon Investors, L.P. · CIK 0001884565 · 10% owner

Welsh, Carson, Anderson & Stowe XII, L.P. · CIK 0001626317 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware, L.P. · CIK 0001680912 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. · CIK 0001627643 · 10% owner

Welsh, Carson, Anderson & Stowe XII Cayman, L.P. · CIK 0001627644 · 10% owner

WCAS XII ASSOCIATES CAYMAN, L.P. · CIK 0001848620 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 0

F6 · price: This amount represents a public offering price of $15.00 per share of Class A Common Stock less an underwriting discount of $0.50 per share for shares sold in an underwritten public offering.

F3 · ownership.nature: Includes 16,366,931 shares of Class C Common Stock directly held by WCAS XII Carbon Analytics Acquisition, L.P., 24,572,711 shares of Class C Common Stock directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 1,614,949 shares of Class C Common Stock directly held by WCAS GP CW LLC, 11,661,939 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII, L.P., 5,036,103 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware, L.P., 730,822 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., 5,065,206 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., 11,336,497 shares of Class D Common Stock directly held by WCAS XII Carbon Investors, L.P. and 19,838,373 shares of Class D Common Stock directly held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4 · ownership.nature: (continued from footnote 3) Additionally, (i) WCAS XII Associates LLC directly holds (a) 236,696 shares of Class C Common Stock and (b) 183,373 shares of Class D Common Stock and (ii) WCAS XII Associates Cayman, L.P. directly holds (a) 282 shares of Class C Common Stock and (b) 151,761 shares of Class D Common Stock, which were received in a distribution, for no consideration, by the WCAS Entities. The holdings by the WCAS Entities reflected in Footnote 3 give effect to these distributions. The amounts reflected in Footnotes 3 and 4 hereof also give effect to the sales reported in this statement which were pursuant to an exercise by the underwriters of their option to purchase additional shares of Class A Common Stock in connection with the previously reported underwritten public offering that initially closed on March 13, 2023.

F5 · ownership.nature: The general partner of Welsh, Carson, Anderson & Stowe XII Delaware, L.P. and Welsh, Carson, Anderson & Stowe XII Cayman, L.P. is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Carbon Analytics Acquisition, L.P., Welsh, Carson, Anderson & Stowe XII, L.P., WCAS XII Associates Cayman, L.P. and Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. is WCAS XII Associates LLC. The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F7 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

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March 27, 2023 Filed Mar 28, 2023 19:45 UTC Clearwater Analytics Holdings, Inc. CWAN · Entity 35410 ConversionCWAN Holdings LLC Interests · Derivative 391,675 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-23-009836 · doc4.xml · derivative · entry 5

WCAS XII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879860 · 10% owner

WCAS XIII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879859 · 10% owner

WCAS GP CW LLC · CIK 0001879925 · 10% owner

WCAS XII Carbon Investors, L.P. · CIK 0001884563 · 10% owner

WCAS XIII Carbon Investors, L.P. · CIK 0001884565 · 10% owner

Welsh, Carson, Anderson & Stowe XII, L.P. · CIK 0001626317 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware, L.P. · CIK 0001680912 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. · CIK 0001627643 · 10% owner

Welsh, Carson, Anderson & Stowe XII Cayman, L.P. · CIK 0001627644 · 10% owner

WCAS XII ASSOCIATES CAYMAN, L.P. · CIK 0001848620 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 42,791,569

Underlying: Class A or Class D Common Stock · 391,675 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F1 · derivative.exercise_price: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · derivative.exercise_price: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F1 · price: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · price: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F1 · derivative.exercise_date: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · derivative.exercise_date: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F1 · derivative.expiration_date: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · derivative.expiration_date: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F2 · derivative.underlying: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F3 · ownership.nature: Includes 16,366,931 shares of Class C Common Stock directly held by WCAS XII Carbon Analytics Acquisition, L.P., 24,572,711 shares of Class C Common Stock directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 1,614,949 shares of Class C Common Stock directly held by WCAS GP CW LLC, 11,661,939 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII, L.P., 5,036,103 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware, L.P., 730,822 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., 5,065,206 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., 11,336,497 shares of Class D Common Stock directly held by WCAS XII Carbon Investors, L.P. and 19,838,373 shares of Class D Common Stock directly held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4 · ownership.nature: (continued from footnote 3) Additionally, (i) WCAS XII Associates LLC directly holds (a) 236,696 shares of Class C Common Stock and (b) 183,373 shares of Class D Common Stock and (ii) WCAS XII Associates Cayman, L.P. directly holds (a) 282 shares of Class C Common Stock and (b) 151,761 shares of Class D Common Stock, which were received in a distribution, for no consideration, by the WCAS Entities. The holdings by the WCAS Entities reflected in Footnote 3 give effect to these distributions. The amounts reflected in Footnotes 3 and 4 hereof also give effect to the sales reported in this statement which were pursuant to an exercise by the underwriters of their option to purchase additional shares of Class A Common Stock in connection with the previously reported underwritten public offering that initially closed on March 13, 2023.

F5 · ownership.nature: The general partner of Welsh, Carson, Anderson & Stowe XII Delaware, L.P. and Welsh, Carson, Anderson & Stowe XII Cayman, L.P. is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Carbon Analytics Acquisition, L.P., Welsh, Carson, Anderson & Stowe XII, L.P., WCAS XII Associates Cayman, L.P. and Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. is WCAS XII Associates LLC. The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F7 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

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March 27, 2023 Filed Mar 28, 2023 19:45 UTC Clearwater Analytics Holdings, Inc. CWAN · Entity 35410 ConversionClass A Common Stock 1,220,047 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-23-009836 · doc4.xml · nonDerivative · entry 3

WCAS XII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879860 · 10% owner

WCAS XIII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879859 · 10% owner

WCAS GP CW LLC · CIK 0001879925 · 10% owner

WCAS XII Carbon Investors, L.P. · CIK 0001884563 · 10% owner

WCAS XIII Carbon Investors, L.P. · CIK 0001884565 · 10% owner

Welsh, Carson, Anderson & Stowe XII, L.P. · CIK 0001626317 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware, L.P. · CIK 0001680912 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. · CIK 0001627643 · 10% owner

Welsh, Carson, Anderson & Stowe XII Cayman, L.P. · CIK 0001627644 · 10% owner

WCAS XII ASSOCIATES CAYMAN, L.P. · CIK 0001848620 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 1,220,047

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · price: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F3 · ownership.nature: Includes 16,366,931 shares of Class C Common Stock directly held by WCAS XII Carbon Analytics Acquisition, L.P., 24,572,711 shares of Class C Common Stock directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 1,614,949 shares of Class C Common Stock directly held by WCAS GP CW LLC, 11,661,939 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII, L.P., 5,036,103 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware, L.P., 730,822 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., 5,065,206 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., 11,336,497 shares of Class D Common Stock directly held by WCAS XII Carbon Investors, L.P. and 19,838,373 shares of Class D Common Stock directly held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4 · ownership.nature: (continued from footnote 3) Additionally, (i) WCAS XII Associates LLC directly holds (a) 236,696 shares of Class C Common Stock and (b) 183,373 shares of Class D Common Stock and (ii) WCAS XII Associates Cayman, L.P. directly holds (a) 282 shares of Class C Common Stock and (b) 151,761 shares of Class D Common Stock, which were received in a distribution, for no consideration, by the WCAS Entities. The holdings by the WCAS Entities reflected in Footnote 3 give effect to these distributions. The amounts reflected in Footnotes 3 and 4 hereof also give effect to the sales reported in this statement which were pursuant to an exercise by the underwriters of their option to purchase additional shares of Class A Common Stock in connection with the previously reported underwritten public offering that initially closed on March 13, 2023.

F5 · ownership.nature: The general partner of Welsh, Carson, Anderson & Stowe XII Delaware, L.P. and Welsh, Carson, Anderson & Stowe XII Cayman, L.P. is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Carbon Analytics Acquisition, L.P., Welsh, Carson, Anderson & Stowe XII, L.P., WCAS XII Associates Cayman, L.P. and Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. is WCAS XII Associates LLC. The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F7 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

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March 27, 2023 Filed Mar 28, 2023 19:45 UTC Clearwater Analytics Holdings, Inc. CWAN · Entity 35410 ConversionClass D Common Stock 828,372 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-23-009836 · doc4.xml · nonDerivative · entry 2

WCAS XII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879860 · 10% owner

WCAS XIII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879859 · 10% owner

WCAS GP CW LLC · CIK 0001879925 · 10% owner

WCAS XII Carbon Investors, L.P. · CIK 0001884563 · 10% owner

WCAS XIII Carbon Investors, L.P. · CIK 0001884565 · 10% owner

Welsh, Carson, Anderson & Stowe XII, L.P. · CIK 0001626317 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware, L.P. · CIK 0001680912 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. · CIK 0001627643 · 10% owner

Welsh, Carson, Anderson & Stowe XII Cayman, L.P. · CIK 0001627644 · 10% owner

WCAS XII ASSOCIATES CAYMAN, L.P. · CIK 0001848620 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 54,004,074

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · security: Includes 16,366,931 shares of Class C Common Stock directly held by WCAS XII Carbon Analytics Acquisition, L.P., 24,572,711 shares of Class C Common Stock directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 1,614,949 shares of Class C Common Stock directly held by WCAS GP CW LLC, 11,661,939 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII, L.P., 5,036,103 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware, L.P., 730,822 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., 5,065,206 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., 11,336,497 shares of Class D Common Stock directly held by WCAS XII Carbon Investors, L.P. and 19,838,373 shares of Class D Common Stock directly held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F1 · price: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · price: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F3 · ownership.nature: Includes 16,366,931 shares of Class C Common Stock directly held by WCAS XII Carbon Analytics Acquisition, L.P., 24,572,711 shares of Class C Common Stock directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 1,614,949 shares of Class C Common Stock directly held by WCAS GP CW LLC, 11,661,939 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII, L.P., 5,036,103 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware, L.P., 730,822 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., 5,065,206 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., 11,336,497 shares of Class D Common Stock directly held by WCAS XII Carbon Investors, L.P. and 19,838,373 shares of Class D Common Stock directly held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4 · ownership.nature: (continued from footnote 3) Additionally, (i) WCAS XII Associates LLC directly holds (a) 236,696 shares of Class C Common Stock and (b) 183,373 shares of Class D Common Stock and (ii) WCAS XII Associates Cayman, L.P. directly holds (a) 282 shares of Class C Common Stock and (b) 151,761 shares of Class D Common Stock, which were received in a distribution, for no consideration, by the WCAS Entities. The holdings by the WCAS Entities reflected in Footnote 3 give effect to these distributions. The amounts reflected in Footnotes 3 and 4 hereof also give effect to the sales reported in this statement which were pursuant to an exercise by the underwriters of their option to purchase additional shares of Class A Common Stock in connection with the previously reported underwritten public offering that initially closed on March 13, 2023.

F5 · ownership.nature: The general partner of Welsh, Carson, Anderson & Stowe XII Delaware, L.P. and Welsh, Carson, Anderson & Stowe XII Cayman, L.P. is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Carbon Analytics Acquisition, L.P., Welsh, Carson, Anderson & Stowe XII, L.P., WCAS XII Associates Cayman, L.P. and Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. is WCAS XII Associates LLC. The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F7 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

Read SEC document
March 27, 2023 Filed Mar 28, 2023 19:45 UTC Clearwater Analytics Holdings, Inc. CWAN · Entity 35410 ConversionClass C Common Stock 391,675 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-23-009836 · doc4.xml · nonDerivative · entry 1

WCAS XII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879860 · 10% owner

WCAS XIII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879859 · 10% owner

WCAS GP CW LLC · CIK 0001879925 · 10% owner

WCAS XII Carbon Investors, L.P. · CIK 0001884563 · 10% owner

WCAS XIII Carbon Investors, L.P. · CIK 0001884565 · 10% owner

Welsh, Carson, Anderson & Stowe XII, L.P. · CIK 0001626317 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware, L.P. · CIK 0001680912 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. · CIK 0001627643 · 10% owner

Welsh, Carson, Anderson & Stowe XII Cayman, L.P. · CIK 0001627644 · 10% owner

WCAS XII ASSOCIATES CAYMAN, L.P. · CIK 0001848620 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: No plan indicated

Ownership: Indirect · See Footnotes

Disclosed balance after: 42,791,569

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F1 · price: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · price: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F3 · ownership.nature: Includes 16,366,931 shares of Class C Common Stock directly held by WCAS XII Carbon Analytics Acquisition, L.P., 24,572,711 shares of Class C Common Stock directly held by WCAS XIII Carbon Analytics Acquisition, L.P., 1,614,949 shares of Class C Common Stock directly held by WCAS GP CW LLC, 11,661,939 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII, L.P., 5,036,103 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware, L.P., 730,822 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., 5,065,206 shares of Class D Common Stock directly held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., 11,336,497 shares of Class D Common Stock directly held by WCAS XII Carbon Investors, L.P. and 19,838,373 shares of Class D Common Stock directly held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4 · ownership.nature: (continued from footnote 3) Additionally, (i) WCAS XII Associates LLC directly holds (a) 236,696 shares of Class C Common Stock and (b) 183,373 shares of Class D Common Stock and (ii) WCAS XII Associates Cayman, L.P. directly holds (a) 282 shares of Class C Common Stock and (b) 151,761 shares of Class D Common Stock, which were received in a distribution, for no consideration, by the WCAS Entities. The holdings by the WCAS Entities reflected in Footnote 3 give effect to these distributions. The amounts reflected in Footnotes 3 and 4 hereof also give effect to the sales reported in this statement which were pursuant to an exercise by the underwriters of their option to purchase additional shares of Class A Common Stock in connection with the previously reported underwritten public offering that initially closed on March 13, 2023.

F5 · ownership.nature: The general partner of Welsh, Carson, Anderson & Stowe XII Delaware, L.P. and Welsh, Carson, Anderson & Stowe XII Cayman, L.P. is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Carbon Analytics Acquisition, L.P., Welsh, Carson, Anderson & Stowe XII, L.P., WCAS XII Associates Cayman, L.P. and Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. is WCAS XII Associates LLC. The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F7 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

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March 13, 2023 Filed Mar 13, 2023 16:09 UTC Clearwater Analytics Holdings, Inc. CWAN · Entity 35410 SaleClass A Common Stock 13,000,000 $14.50 $188,500,000.00
Disclosure

SEC source: 0000899243-23-008237 · doc4.xml · nonDerivative · entry 4

WCAS XII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879860 · 10% owner

WCAS XIII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879859 · 10% owner

WCAS GP CW LLC · CIK 0001879925 · 10% owner

WCAS XII Carbon Investors, L.P. · CIK 0001884563 · 10% owner

WCAS XIII Carbon Investors, L.P. · CIK 0001884565 · 10% owner

Welsh, Carson, Anderson & Stowe XII, L.P. · CIK 0001626317 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware, L.P. · CIK 0001680912 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. · CIK 0001627643 · 10% owner

Welsh, Carson, Anderson & Stowe XII Cayman, L.P. · CIK 0001627644 · 10% owner

WCAS XII ASSOCIATES CAYMAN, L.P. · CIK 0001848620 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 0

F6 · price: This amount represents a public offering price of $15.00 per share of Class A Common Stock less an underwriting discount of $0.50 per share for shares sold in an underwritten public offering.

F3 · ownership.nature: Includes 16,995,584 shares of Class C Common Stock held by WCAS XII Carbon Analytics Acquisition, L.P., 24,572,711 shares of Class C Common Stock held by WCAS XIII Carbon Analytics Acquisition, L.P., 1,614,949 shares of Class C Common Stock held by WCAS GP CW LLC, 12,114,292 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII, L.P., 5,231,009 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII Delaware, L.P., 757,934 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., 5,263,125 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., 11,627,713 shares of Class D Common Stock held by WCAS XII Carbon Investors, L.P. and 19,838,373 shares of Class D Common Stock held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4 · ownership.nature: The general partner of Welsh, Carson, Anderson & Stowe XII Delaware, L.P. and Welsh, Carson, Anderson & Stowe XII Cayman, L.P. is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Carbon Analytics Acquisition, L.P., Welsh, Carson, Anderson & Stowe XII, L.P., WCAS XII Associates Cayman, L.P. and Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. is WCAS XII Associates LLC. The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F5 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

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March 09, 2023 Filed Mar 13, 2023 16:09 UTC Clearwater Analytics Holdings, Inc. CWAN · Entity 35410 ConversionCWAN Holdings LLC Interests · Derivative 4,194,343 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-23-008237 · doc4.xml · derivative · entry 5

WCAS XII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879860 · 10% owner

WCAS XIII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879859 · 10% owner

WCAS GP CW LLC · CIK 0001879925 · 10% owner

WCAS XII Carbon Investors, L.P. · CIK 0001884563 · 10% owner

WCAS XIII Carbon Investors, L.P. · CIK 0001884565 · 10% owner

Welsh, Carson, Anderson & Stowe XII, L.P. · CIK 0001626317 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware, L.P. · CIK 0001680912 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. · CIK 0001627643 · 10% owner

Welsh, Carson, Anderson & Stowe XII Cayman, L.P. · CIK 0001627644 · 10% owner

WCAS XII ASSOCIATES CAYMAN, L.P. · CIK 0001848620 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 43,183,244

Underlying: Class A or Class D Common Stock · 4,194,343 shares

Expires not disclosed

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F1 · derivative.exercise_price: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · derivative.exercise_price: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F1 · price: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · price: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F1 · derivative.exercise_date: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · derivative.exercise_date: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F1 · derivative.expiration_date: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · derivative.expiration_date: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F2 · derivative.underlying: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F7 · balance_after: The Form 3 filed by the Reporting Persons inadvertently overstated the amount of LLC Interests held by the Reporting Persons, which, at the time of such filing, was 47,377,587 LLC Interests. The reported amount corrects such overstatement after giving effect to the conversion of LLC Interests reported herein.

F3 · ownership.nature: Includes 16,995,584 shares of Class C Common Stock held by WCAS XII Carbon Analytics Acquisition, L.P., 24,572,711 shares of Class C Common Stock held by WCAS XIII Carbon Analytics Acquisition, L.P., 1,614,949 shares of Class C Common Stock held by WCAS GP CW LLC, 12,114,292 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII, L.P., 5,231,009 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII Delaware, L.P., 757,934 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., 5,263,125 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., 11,627,713 shares of Class D Common Stock held by WCAS XII Carbon Investors, L.P. and 19,838,373 shares of Class D Common Stock held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4 · ownership.nature: The general partner of Welsh, Carson, Anderson & Stowe XII Delaware, L.P. and Welsh, Carson, Anderson & Stowe XII Cayman, L.P. is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Carbon Analytics Acquisition, L.P., Welsh, Carson, Anderson & Stowe XII, L.P., WCAS XII Associates Cayman, L.P. and Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. is WCAS XII Associates LLC. The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F5 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

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March 09, 2023 Filed Mar 13, 2023 16:09 UTC Clearwater Analytics Holdings, Inc. CWAN · Entity 35410 ConversionClass A Common Stock 13,000,000 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-23-008237 · doc4.xml · nonDerivative · entry 3

WCAS XII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879860 · 10% owner

WCAS XIII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879859 · 10% owner

WCAS GP CW LLC · CIK 0001879925 · 10% owner

WCAS XII Carbon Investors, L.P. · CIK 0001884563 · 10% owner

WCAS XIII Carbon Investors, L.P. · CIK 0001884565 · 10% owner

Welsh, Carson, Anderson & Stowe XII, L.P. · CIK 0001626317 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware, L.P. · CIK 0001680912 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. · CIK 0001627643 · 10% owner

Welsh, Carson, Anderson & Stowe XII Cayman, L.P. · CIK 0001627644 · 10% owner

WCAS XII ASSOCIATES CAYMAN, L.P. · CIK 0001848620 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 13,000,000

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · price: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F3 · ownership.nature: Includes 16,995,584 shares of Class C Common Stock held by WCAS XII Carbon Analytics Acquisition, L.P., 24,572,711 shares of Class C Common Stock held by WCAS XIII Carbon Analytics Acquisition, L.P., 1,614,949 shares of Class C Common Stock held by WCAS GP CW LLC, 12,114,292 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII, L.P., 5,231,009 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII Delaware, L.P., 757,934 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., 5,263,125 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., 11,627,713 shares of Class D Common Stock held by WCAS XII Carbon Investors, L.P. and 19,838,373 shares of Class D Common Stock held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4 · ownership.nature: The general partner of Welsh, Carson, Anderson & Stowe XII Delaware, L.P. and Welsh, Carson, Anderson & Stowe XII Cayman, L.P. is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Carbon Analytics Acquisition, L.P., Welsh, Carson, Anderson & Stowe XII, L.P., WCAS XII Associates Cayman, L.P. and Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. is WCAS XII Associates LLC. The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F5 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

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March 09, 2023 Filed Mar 13, 2023 16:09 UTC Clearwater Analytics Holdings, Inc. CWAN · Entity 35410 ConversionClass D Common Stock 8,805,657 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-23-008237 · doc4.xml · nonDerivative · entry 2

WCAS XII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879860 · 10% owner

WCAS XIII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879859 · 10% owner

WCAS GP CW LLC · CIK 0001879925 · 10% owner

WCAS XII Carbon Investors, L.P. · CIK 0001884563 · 10% owner

WCAS XIII Carbon Investors, L.P. · CIK 0001884565 · 10% owner

Welsh, Carson, Anderson & Stowe XII, L.P. · CIK 0001626317 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware, L.P. · CIK 0001680912 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. · CIK 0001627643 · 10% owner

Welsh, Carson, Anderson & Stowe XII Cayman, L.P. · CIK 0001627644 · 10% owner

WCAS XII ASSOCIATES CAYMAN, L.P. · CIK 0001848620 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 54,832,446

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F3 · security: Includes 16,995,584 shares of Class C Common Stock held by WCAS XII Carbon Analytics Acquisition, L.P., 24,572,711 shares of Class C Common Stock held by WCAS XIII Carbon Analytics Acquisition, L.P., 1,614,949 shares of Class C Common Stock held by WCAS GP CW LLC, 12,114,292 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII, L.P., 5,231,009 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII Delaware, L.P., 757,934 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., 5,263,125 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., 11,627,713 shares of Class D Common Stock held by WCAS XII Carbon Investors, L.P. and 19,838,373 shares of Class D Common Stock held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F1 · price: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · price: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F3 · ownership.nature: Includes 16,995,584 shares of Class C Common Stock held by WCAS XII Carbon Analytics Acquisition, L.P., 24,572,711 shares of Class C Common Stock held by WCAS XIII Carbon Analytics Acquisition, L.P., 1,614,949 shares of Class C Common Stock held by WCAS GP CW LLC, 12,114,292 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII, L.P., 5,231,009 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII Delaware, L.P., 757,934 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., 5,263,125 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., 11,627,713 shares of Class D Common Stock held by WCAS XII Carbon Investors, L.P. and 19,838,373 shares of Class D Common Stock held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4 · ownership.nature: The general partner of Welsh, Carson, Anderson & Stowe XII Delaware, L.P. and Welsh, Carson, Anderson & Stowe XII Cayman, L.P. is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Carbon Analytics Acquisition, L.P., Welsh, Carson, Anderson & Stowe XII, L.P., WCAS XII Associates Cayman, L.P. and Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. is WCAS XII Associates LLC. The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F5 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

Read SEC document
March 09, 2023 Filed Mar 13, 2023 16:09 UTC Clearwater Analytics Holdings, Inc. CWAN · Entity 35410 ConversionClass C Common Stock 4,194,343 Not disclosed Not disclosed
Disclosure

SEC source: 0000899243-23-008237 · doc4.xml · nonDerivative · entry 1

WCAS XII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879860 · 10% owner

WCAS XIII CARBON ANALYTICS ACQUISITION, L.P. · CIK 0001879859 · 10% owner

WCAS GP CW LLC · CIK 0001879925 · 10% owner

WCAS XII Carbon Investors, L.P. · CIK 0001884563 · 10% owner

WCAS XIII Carbon Investors, L.P. · CIK 0001884565 · 10% owner

Welsh, Carson, Anderson & Stowe XII, L.P. · CIK 0001626317 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware, L.P. · CIK 0001680912 · 10% owner

Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. · CIK 0001627643 · 10% owner

Welsh, Carson, Anderson & Stowe XII Cayman, L.P. · CIK 0001627644 · 10% owner

WCAS XII ASSOCIATES CAYMAN, L.P. · CIK 0001848620 · 10% owner

Joint disclosure: these amounts are not allocated separately to each reporting owner.

10b5-1 filing: Not disclosed

Ownership: Indirect · See Footnotes

Disclosed balance after: 43,183,244

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · security: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F1 · price: Shares of Class C Common Stock do not represent economic interests in the Issuer. Except as provided in the Issuer's certificate of incorporation or as required by applicable law, holders of Class C Common Stock will be initially entitled to 10 votes per share on all matters to be voted on by the Issuer's stockholders generally. The Reporting Person may exchange all or a portion of such person's common units of CWAN Holdings, LLC ("LLC Interests") (together with the delivery for no consideration of an equal number of shares of Class C Common Stock) for an equal number of newly issued shares of Class D Common Stock or Class A Common Stock from time to time, subject to customary adjustments, or, at the election of the Issuer, a cash payment equal to the 20 day volume weighted average price of shares of Class A Common Stock immediately prior to the applicable exchange date.

F2 · price: Upon the earlier of (i) the date that affiliates of Welsh Carson own less than 5% of the Issuer's common stock and (ii) the seventh anniversary of the closing of the Issuer's initial public offering, each share of Class D Common Stock will automatically convert into a share of Class A Common Stock and each share of Class C Common Stock will automatically convert into a share of Class B Common Stock of the Issuer, each of which is entitled to one vote per share. Thereafter, an exchange of the Reporting Person's LLC Interests will be for Class A Common Stock and the surrender for no consideration of non-economic voting stock in connection with such exchange will be with respect to Class B Common Stock held by the Reporting Person.

F3 · ownership.nature: Includes 16,995,584 shares of Class C Common Stock held by WCAS XII Carbon Analytics Acquisition, L.P., 24,572,711 shares of Class C Common Stock held by WCAS XIII Carbon Analytics Acquisition, L.P., 1,614,949 shares of Class C Common Stock held by WCAS GP CW LLC, 12,114,292 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII, L.P., 5,231,009 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII Delaware, L.P., 757,934 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII Delaware II, L.P., 5,263,125 shares of Class D Common Stock held by Welsh, Carson, Anderson & Stowe XII Cayman, L.P., 11,627,713 shares of Class D Common Stock held by WCAS XII Carbon Investors, L.P. and 19,838,373 shares of Class D Common Stock held by WCAS XIII Carbon Investors, L.P. (together, the "WCAS Entities").

F4 · ownership.nature: The general partner of Welsh, Carson, Anderson & Stowe XII Delaware, L.P. and Welsh, Carson, Anderson & Stowe XII Cayman, L.P. is WCAS XII Associates Cayman, L.P. The general partner of WCAS XII Carbon Analytics Acquisition, L.P., Welsh, Carson, Anderson & Stowe XII, L.P., WCAS XII Associates Cayman, L.P. and Welsh, Carson, Anderson & Stowe XII Delaware II, L.P. is WCAS XII Associates LLC. The general partner of WCAS XIII Carbon Analytics Acquisition, L.P. and the managing member of WCAS GP CW LLC is WCAS XIII Associates LLC. Investment and voting decisions with respect to the shares held by the WCAS Entities are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the shares.

F5 · ownership.nature: Each of the Reporting Persons disclaims beneficial ownership except to the extent of their pecuniary interest therein, and the filing of this Form 4 shall not be construed as an admission that any Reporting Person is the beneficial owner of any or all of the reported securities for the purposes of Section 16 or for any other purpose.

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Value uses the disclosed total when available, otherwise shares × reported transaction price. It is not an estimate of exercise cash cost or investment performance.