UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 2.01 | Completion of Acquisition or Disposition of Assets |
On March 31, 2025, Clearwater Analytics Holdings, Inc. (the “Company”) completed its previously announced acquisition of Bistro, Blackstone’s proprietary portfolio visualization software platform built for Blackstone’s Credit & Insurance (BXCI) business (the “Bistro Asset Acquisition”), from Blackstone Holdings I L.P., an affiliate of Blackstone Inc., initially reported in the Company’s Current Report on Form 8-K filed on March 11, 2025. The purchase price for the Bistro Asset Acquisition consisted of an aggregate of 3,833,333 shares of Class A common stock, issued at the time of the closing of the Bistro Asset Acquisition, plus $10.0 million to be paid in cash (no later than July 1, 2025).
| Item 3.02 | Unregistered Sales of Equity Securities. |
The information set forth under Item 2.01 regarding the 3,833,333 shares of Class A common stock of the Company issued as consideration for the Bistro Asset Acquisition is incorporated by reference into this Item 3.02. The shares of Class A common stock of the Company issued as consideration for the Bistro Asset Acquisition were issued in reliance on the exemption from registration requirements of the Securities Act of 1933, as amended, provided by Section 4(a)(2) thereof and Rule 506 of Regulation D promulgated thereunder.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Clearwater Analytics Holdings, Inc. | ||||||
| Date: March 31, 2025 | By: | /s/ Alphonse Valbrune | ||||
| Alphonse Valbrune, Chief Legal Officer and Corporate Secretary | ||||||