0000950170-24-072575.txt : 20240612
0000950170-24-072575.hdr.sgml : 20240612
20240612173650
ACCESSION NUMBER: 0000950170-24-072575
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240612
FILED AS OF DATE: 20240612
DATE AS OF CHANGE: 20240612
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: WARBURG PINCUS LLC
CENTRAL INDEX KEY: 0001162870
ORGANIZATION NAME:
STATE OF INCORPORATION: NY
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40838
FILM NUMBER: 241039455
BUSINESS ADDRESS:
STREET 1: 450 LEXINGTON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-878-0600
MAIL ADDRESS:
STREET 1: 450 LEXINGTON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Warburg Pincus (Bermuda) Private Equity GP Ltd.
CENTRAL INDEX KEY: 0001555729
ORGANIZATION NAME:
STATE OF INCORPORATION: D0
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40838
FILM NUMBER: 241039454
BUSINESS ADDRESS:
STREET 1: C/O WARBURG PINCUS LLC
STREET 2: 450 LEXINGTON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10017
BUSINESS PHONE: 212-878-9219
MAIL ADDRESS:
STREET 1: C/O WARBURG PINCUS LLC
STREET 2: 450 LEXINGTON AVENUE
CITY: NEW YORK
STATE: NY
ZIP: 10017
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Clearwater Analytics Holdings, Inc.
CENTRAL INDEX KEY: 0001866368
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
ORGANIZATION NAME: 06 Technology
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 777 W. MAIN STREET, SUITE 900
CITY: BOISE
STATE: ID
ZIP: 83702
BUSINESS PHONE: 208-918-2400
MAIL ADDRESS:
STREET 1: 777 W. MAIN STREET, SUITE 900
CITY: BOISE
STATE: ID
ZIP: 83702
4
1
ownership.xml
4
X0508
4
2024-06-12
0001866368
Clearwater Analytics Holdings, Inc.
CWAN
0001162870
WARBURG PINCUS LLC
C/O WARBURG PINCUS LLC,
450 LEXINGTON AVENUE
NEW YORK
NY
10017
true
false
true
false
0001555729
Warburg Pincus (Bermuda) Private Equity GP Ltd.
C/O WARBURG PINCUS LLC,
450 LEXINGTON AVENUE
NEW YORK
NY
10017
false
false
true
false
false
Class D Common Stock
2024-06-12
4
M
false
7000000
D
18192059
I
See Footnotes
Class A Common Stock
2024-06-12
4
M
false
7000000
A
7000000
I
See Footnotes
Class A Common Stock
2024-06-12
4
S
false
7000000
19.71
D
0
I
See Footnotes
Upon the earlier of (i) the date that affiliates of Welsh, Carson, Anderson & Stowe 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.
Reflects securities held directly by WP CA Holdco, L.P. ("WP Holdco"). The general partner of WP Holdco is WP CA Holdco GP, LLC ("WP Holdco GP"). The managing members of WP Holdco GP are Warburg Pincus (Callisto) Global Growth (Cayman), L.P. ("WP Callisto") and Warburg Pincus Financial Sector (Cayman), L.P. ("WP FS," and together with WP Callisto, the "Holdco GP Managers"). WP LLC is the manager of the Holdco GP Managers. Warburg Pincus (Cayman) Global Growth GP, L.P. ("WP GG Cayman GP") is the general partner of WP Callisto. Warburg Pincus (Cayman) Financial Sector GP, L.P. ("WP FS Cayman GP") is the general partner of WP FS. Warburg Pincus (Cayman) Global Growth GP LLC ("WP GG Cayman GP LLC") is the general partner of WP GG Cayman GP.
Warburg Pincus (Cayman) Financial Sector GP LLC ("WP FS Cayman GP LLC") is the general partner of WP FS Cayman GP. Warburg Pincus Partners II (Cayman), L.P. ("WPP II Cayman") is the managing member of each of WP GG Cayman GP LLC and WP FS Cayman GP LLC. Warburg Pincus (Bermuda) Private Equity GP Ltd. is the general partner of WPP II Cayman. Investment and voting decisions with respect to the Issuer's shares held by WP Holdco are made by a committee comprised of three or more individuals and all members of such committee disclaim beneficial ownership of the Issuer's shares.
This amount represents a price to the underwriter of $19.71 per share of Class A Common Stock. The underwriter may offer the shares of Class A Common Stock from time to time in one or more transactions on the NYSE, in the over-the-counter market or through negotiated transactions at market prices or at negotiated prices.
WP Holdco, WP Holdco GP, WP Callisto, WP FS, WP LLC, WP GG Cayman GP, WP FS Cayman GP, WP FS Cayman GP, WP GG Cayman GP LLC, WP FS Cayman GP LLC and WPP II Cayman and Warburg Pincus (Bermuda) Private Equity GP Ltd. may be deemed to be members of a "group" for the purposes of the Securities Exchange Act of 1934. Each reporting person disclaims beneficial ownership of any securities deemed to be owned by the group that are not directly owned by the reporting person. This report shall not be deemed an admission that the reporting persons are a member of a group or the beneficial owner of any securities not directly owned by the reporting person. Each of the reporting persons is a director-by-deputization solely for purposes of Section 16 of the Exchange Act. Defined Terms: "GP" refers to general partner. "MM" refers to managing member. "AS" refers to Authorised Signatory. "Warburg (Bermuda)" refers to Warburg Pincus (Bermuda) Private Equity GP Ltd. Form 2 of 2
WARBURG PINCUS LLC, By: /s/ Harsha Marti, General Counsel & Managing Director
2024-06-12
WARBURG PINCUS (BERMUDA) PRIVATE EQUITY GP LTD., By: /s/ Harsha Marti, Authorised Signatory
2024-06-12