Alclear Investments II, LLC's Form 4 filing
Clear Secure, Inc. (YOU) · filed May 22, 2025
- Accession no.
- 0001856314-25-000073
- Filed
- May 22, 2025
- Trade date
- May 21-22, 2025
- Filing delay
- 1 day
- Rule 10b5-1 plan
- Not checked
This filing lists 10 non-derivative transactions and 2 derivative transactions. Open-market sales total $8.96M. It was filed 1 day after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Alclear Investments II, LLCCIK 0001869245 | Director, 10% Owner, Other: See Remarks |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| May 21, 2025 | Class A Common Stock | SSaleDisposed | −122,533 | $25.51F1 | −$3,125,816.83 | 0 | Direct | Duplicate filing |
| May 22, 2025 | Class D Common Stock | DReturned to the companyDisposed | −122,533 | –F3 | – | 4,427,445 | Direct | Duplicate filing |
| May 22, 2025 | Class B Common Stock | AGrant or awardAcquired | +122,533 | –F3 | – | 122,533 | Direct | Duplicate filing |
| May 22, 2025 | Class B Common Stock | DReturned to the companyDisposed | −122,533 | –F2 | – | 0 | Direct | Duplicate filing |
| May 22, 2025 | Class A Common Stock | AGrant or awardAcquired | +122,533 | –F2 | – | 0 | Direct | Duplicate filing |
| May 22, 2025 | Class D Common Stock | DReturned to the companyDisposed | −377,107 | –F3 | – | 4,049,978 | Direct | Duplicate filing |
| May 22, 2025 | Class B Common Stock | AGrant or awardAcquired | +377,107 | –F3 | – | 377,467 | Direct | Duplicate filing |
| May 22, 2025 | Class B Common Stock | DReturned to the companyDisposed | −377,107 | –F9 | – | 0 | Direct | Duplicate filing |
| May 22, 2025 | Class A Common Stock | AGrant or awardAcquired | +377,107 | –F9 | – | 377,467 | Direct | Duplicate filing |
| May 22, 2025 | Class A Common Stock | SSaleDisposed | −228,374 | $25.54F10 | −$5,832,671.96 | 149,093 | Direct | Duplicate filing |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| May 22, 2025 | Class B Common Stock and Class A Common Stock | DReturned to the companyDisposed | −122,533 | –F3 | – | 4,427,445 | Direct | Duplicate filing |
| May 22, 2025 | Class B Common Stock and Class A Common Stock | DReturned to the companyDisposed | −377,107 | –F3 | – | 4,049,978 | Direct | Duplicate filing |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $25.25 to $25.59, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, and the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
Referenced by the price of 1 transaction in Table I.
- F2
Pursuant to the terms of the Issuer's Certificate of Incorporation, each share of Class B common stock of the Issuer ("Class B Common Stock") was converted into a share of Class A common stock of the Issuer ("Class A Common Stock") on a one-for-one basis. The resulting shares of Class A Common Stock were used to settle the sale transaction described above, and so after the transactions reported in footnote 1, no shares of Class A Common Stock are held.
Referenced by the price of 2 transactions in Table I.
- F3
Pursuant to the terms of the Exchange Agreement, dated June 29, 2021, by and among the Issuer, Alclear and the equityholders of Alclear (the "Exchange Agreement"), Common Units, together with a corresponding number of shares of Class D Common Stock, were exchanged for Class B Common Stock on a one-for-one basis. The exchange rights under the Exchange Agreement do not expire.
Referenced by the price of 4 transactions in Table I and 2 transactions in Table II.
- F9
Pursuant to the terms of the Issuer's Certificate of Incorporation, each share of Class B Common Stock was converted into a share of Class A Common Stock on a one-for-one basis.
Referenced by the price of 2 transactions in Table I.
- F10
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $25.50 to $25.63, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, and the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range.
Referenced by the price of 1 transaction in Table I.
Remarks
By virtue of its relationship with Mr. Kenneth Cornick, the sole manager of Alclear Investments II, LLC and an equityholder of Alclear Investments II, LLC, the reporting person may be deemed to be a director by deputization.