v3.25.2
Organization and Description of Business
6 Months Ended
Jun. 30, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Organization and Description of Business Organization and Description of Business
Clearwater Analytics Holdings, Inc. (the “Company” or “Clearwater”) was incorporated as a Delaware corporation on May 18, 2021, as a holding company for the purpose of facilitating the IPO and other related transactions in order to carry on the business of the Company. Prior to the IPO, all business operations were conducted through Carbon Analytics Holdings, LLC, which changed its name to CWAN Holdings, LLC (“CWAN Holdings”) in connection with the IPO. Clearwater provides a comprehensive cloud-native platform for institutional investors across global public and private markets. Our platform integrates portfolio management, trading, investment accounting, reconciliation, regulatory reporting, performance, compliance, and risk analytics in one unified system, and serves leading insurers, asset managers, hedge funds, and asset owners including banks, corporations, and government entities. Following the IPO, Clearwater’s principal asset consists of ownership of common units in CWAN Holdings. As the sole managing member of CWAN Holdings, Clearwater operates and controls all the business operations of the Company. Our corporate structure following the IPO is commonly referred to as an “Up-C” structure. The Company does not have material assets, liabilities, revenues or expenses other than its investment in (and the deferred taxes, if any, associated with) CWAN Holdings, which fully owns CWAN Acquisition LLC and is guarantor of the Company.
The Company headquarters are located in Boise, ID, and we operate in six offices throughout the U.S. and thirteen offices internationally.
As of June 30, 2025, the Company owns 98.5% of the interests in CWAN Holdings. Continuing Equity Owners which hold Class B common stock own the remaining 1.5% of the interests in CWAN Holdings. The attributes of the Company's classes of common stock are summarized in the following table:
Class of Common StockVotes per ShareEconomic Rights
Class A common stock1Yes
Class B common stock1No
Class C common stock10No
Class D common stock10Yes
During the three months ended June 30, 2025, our Initial Principal Equity Owners exchanged 8,035,688 shares of Class C common stock and 14,085,345 shares of Class D common stock into 22,121,033 shares of Class A common stock in connection with sales of their common stock during such period. In accordance with the Certificate of Incorporation of the Company, on June 12, 2025, as a result of the WCAS Investors (as defined in the Certificate of Incorporation) owning less than 5% of the outstanding common stock of the Company, all outstanding 4,506,422 shares of Class C common stock and 2,069,714 shares of Class D common stock automatically converted to an equal number of shares of Class B common stock and Class A common stock, respectively. 47,377,587 shares of Class C common stock and 130,083,755 shares of Class D common stock were also retired, such that the number of authorized shares of Class C common stock and Class D common stock are 452,622,413 and 369,916,245, respectively. No consideration was exchanged as a result of these activities.