0000950142-23-000180.txt : 20230120
0000950142-23-000180.hdr.sgml : 20230120
20230120182202
ACCESSION NUMBER: 0000950142-23-000180
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20230118
FILED AS OF DATE: 20230120
DATE AS OF CHANGE: 20230120
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: General Atlantic Partners AIV-1 A, L.P.
CENTRAL INDEX KEY: 0001646536
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40568
FILM NUMBER: 23542197
BUSINESS ADDRESS:
STREET 1: 55 EAST 52ND STREET, 32ND FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10055
BUSINESS PHONE: 212-715-4000
MAIL ADDRESS:
STREET 1: 55 EAST 52ND STREET, 32ND FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10055
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: General Atlantic Partners AIV-1 B, L.P.
CENTRAL INDEX KEY: 0001646539
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40568
FILM NUMBER: 23542198
BUSINESS ADDRESS:
STREET 1: 55 EAST 52ND STREET, 32ND FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10055
BUSINESS PHONE: 212-715-4000
MAIL ADDRESS:
STREET 1: 55 EAST 52ND STREET, 32ND FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10055
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: General Atlantic Partners AIV (AC), L.P.
CENTRAL INDEX KEY: 0001869771
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40568
FILM NUMBER: 23542200
BUSINESS ADDRESS:
STREET 1: C/O GENERAL ATLANTIC SERVICE CO., L.P.
STREET 2: 55 EAST 52ND STREET, 33RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10055
BUSINESS PHONE: 212-715-4000
MAIL ADDRESS:
STREET 1: C/O GENERAL ATLANTIC SERVICE CO., L.P.
STREET 2: 55 EAST 52ND STREET, 33RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10055
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: General Atlantic GenPar (AC), L.P.
CENTRAL INDEX KEY: 0001869768
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40568
FILM NUMBER: 23542199
BUSINESS ADDRESS:
STREET 1: C/O GENERAL ATLANTIC SERVICE CO., L.P.
STREET 2: 55 EAST 52ND STREET, 33RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10055
BUSINESS PHONE: 212-715-4000
MAIL ADDRESS:
STREET 1: C/O GENERAL ATLANTIC SERVICE CO., L.P.
STREET 2: 55 EAST 52ND STREET, 33RD FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10055
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Clear Secure, Inc.
CENTRAL INDEX KEY: 0001856314
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 862643981
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 85 10TH AVE., 9TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10011
BUSINESS PHONE: (646) 723-1404
MAIL ADDRESS:
STREET 1: 85 10TH AVE., 9TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10011
4
1
es230322863_4-clear3.xml
OWNERSHIP DOCUMENT
X0306
4
2023-01-18
0
0001856314
Clear Secure, Inc.
YOU
0001869771
General Atlantic Partners AIV (AC), L.P.
C/O GENERAL ATLANTIC SERVICE CO., L.P.
55 EAST 52ND STREET, 33RD FLOOR
NEW YORK
NY
10055
0
0
1
0
0001869768
General Atlantic GenPar (AC), L.P.
C/O GENERAL ATLANTIC SERVICE CO., L.P.
55 EAST 52ND STREET, 33RD FLOOR
NEW YORK
NY
10055
0
0
1
0
0001646539
General Atlantic Partners AIV-1 B, L.P.
C/O GENERAL ATLANTIC SERVICE CO., L.P.
55 EAST 52ND STREET, 33RD FLOOR
NEW YORK
NY
10055
0
0
1
0
0001646536
General Atlantic Partners AIV-1 A, L.P.
C/O GENERAL ATLANTIC SERVICE CO., L.P.
55 EAST 52ND STREET, 33RD FLOOR
NEW YORK
NY
10055
0
0
1
0
Class A common stock
2023-01-18
4
J
0
724115
A
7737814
I
See footnote
Class A common stock
2023-01-18
4
S
0
1800000
29.10
D
5937814
I
See footnote
Class C common stock
2023-01-18
4
J
0
724115
D
Class A common stock
724115
3656198
I
See footnote
Pursuant to the Exchange Agreement, dated as of June 29, 2021, by and among the (the "Issuer"), Alclear Holdings, LLC ("Alclear"), General Atlantic (AC) Collections, L.P. ("GA AC Collections") and the other parties thereto, the reporting person may exchange shares of Class C common stock (together with an equal number of common units of Alclear (?Alclear Units")) for shares of Class A common stock of the Issuer, on a one-for-one basis, in accordance with the terms and subject to the restrictions set forth in the Exchange Agreement. The exchange rights under the Exchange Agreement do not expire.
The Class A common stock was sold pursuant to a 10b5-1 trading plan in a block trade. The 10b5-1 trading plan was established by GA AIV-1 B Interholdco (AC), L.P., GAPCO AIV Interholdco (AC), L.P. and General Atlantic (AC) Collections, L.P. (together, the ?Sellers?), as of December 16, 2022 to provide for sales of Class A common stock, from time to time, within pre-determined price and quantity limits.
Reflects 300,000 shares of Class A common stock held directly by General Atlantic (ALC), L.P. ("GA ALC"), 135,924 shares of Class A common stock held directly by GAPCO AIV Interholdco (AC), L.P., ("GAPCO AIV Interholdco"), 6,577,775 shares of Class A common stock held directly by GA AIV-1 B Interholdco (AC), L.P., ("GA AIV-1 B Interholdco AC ") and 724, 115 shares of Class A common stock held directly by GA AC Collections.
Reflects 300,000 shares of Class A common stock held directly by GA ALC, 114,063 shares of Class A common stock held directly by GAPCO AIV Interholdco and 5,523,751 shares of Class A common stock held directly by GA AIV-1 B Interholdco AC.
Reflects 1,027,613 shares of Class C common stock (together with an equal number Alclear Units) held directly by General Atlantic (AC) Collections 2, L.P. ("GA AC Collections 2") and 2,628,585 shares of Class C common stock (together with an equal number of Alcear Units) held directly by GA AC Collections.
The following investment funds share beneficial ownership of the shares of Class A common stock held by GA ALC: GAP Coinvestments CDA, L.P. ("GAPCO CDA"), GAP Coinvestments III, LLC ("GAPCO III"), GAP Coinvestments IV, LLC ("GAPCO IV"), GAP Coinvestments V, LLC ("GAPCO V"), General Atlantic Partners 100, L.P. ("GAP 100"), General Atlantic Partners (Lux) SCSp ("GAP Lux") and General Atlantic Partners (Bermuda) EU, L.P. ("GAP Bermuda EU").
The following investment funds share beneficial ownership of the shares of Class A common stock held by GAPCO AIV Interholdco: GAPCO AIV Holdings, L.P. ("GAPCO AIV Holdings, GAPCO CDA, GAPCO III, GAPCO IV and GAPCO V.
The following investment fund shares beneficial ownership of the shares of Class A common stock held by GA AIV-1 B Interholdco AC: General Atlantic Partners AIV-1 B, L.P. ("GAP AIV-1 B").
The following investment funds share beneficial ownership of the shares of Class C common stock and corresponding Alclear Units held by GA AC Collections and GA AC Collections 2: GAPCO AIV Interholdco, General Atlantic Partners AIV (AC), L.P. ("GAP AIV AC"), GAPCO AIV Holdings, General Atlantic Partners AIV-1 A, L.P. ("GAP AIV-1 A"), GAPCO CDA, GAPCO III, GAPCO IV and GAPCO V.
The general partner of GAP AIV AC is General Atlantic GenPar (AC), L.P. ("GenPar AC"). General Atlantic (SPV) GP, LLC ("GA SPV") is the general partner of GAPCO AIV Interholdco, GA AIV-1 B Interholdco AC, GA AC Collections, GA AC 2 Collections, GAPCO AIV Holdings, GenPar AC and GA ALC. The general partner of GAP Lux is General Atlantic GenPar (Lux) SCSp ("GenPar Lux"). The general partner of GenPar Lux is General Atlantic (Lux) S.a r.l. ("GA Lux"). The general partner of GAP Bermuda EU and the sole shareholder of GA Lux is General Atlantic GenPar (Bermuda), L.P. ("GenPar Bermuda"). The general partner of GenPar Bermuda is GAP (Bermuda) L.P. ("GAP Bermuda").
The general partner of GAP AIV-1 A, GAP AIV-1 B and GAP 100 is General Atlantic GenPar, L.P. ("GenPar"). The general partner of GenPar is General Atlantic, L.P. ("GA LP"). GA LP, which is controlled by the Management Committee of GASC MGP, LLC (the "GA Management Committee"), is the sole member of GA SPV, the managing member of GAPCO III, GAPCO IV and GAPCO V and the general partner of GAPCO CDA. There are nine members of the GA Management Committee. The members of the GA Management Committee are also the members of the management committee of GAP Bermuda. Each of the members of the GA Management Committee disclaims ownership of all such shares except to the extent that he has a pecuniary interest therein.
The reporting persons 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. // Form 3 of 3
/s/ D. Gordon Cruess
2023-01-20
/s/ D. Gordon Cruess
2023-01-20
/s/ D. Gordon Cruess
2023-01-20
/s/ D. Gordon Cruess
2023-01-20