0001209191-22-059689.txt : 20221205 0001209191-22-059689.hdr.sgml : 20221205 20221205162343 ACCESSION NUMBER: 0001209191-22-059689 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20221201 FILED AS OF DATE: 20221205 DATE AS OF CHANGE: 20221205 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Levine Matthew CENTRAL INDEX KEY: 0001868818 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40568 FILM NUMBER: 221445245 MAIL ADDRESS: STREET 1: 65 EAST 55TH STREET, 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 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: 65 EAST 55TH STREET, 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (646) 723-1404 MAIL ADDRESS: STREET 1: 65 EAST 55TH STREET, 17TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-12-01 0 0001856314 Clear Secure, Inc. YOU 0001868818 Levine Matthew 65 E 55TH ST., 17TH FLOOR NEW YORK NY 10022 0 1 0 0 GC, Chief Privacy Off & Sec Class A Common Stock 2022-12-01 4 S 0 6000 32.02 D 0 I See footnote Class C Common Stock 2022-12-02 4 D 0 6000 D 413122 I See footnote Class A Common Stock 2022-12-02 4 A 0 6000 A 0 I See footnote Class A Common Stock 7453 D Non-voting common units of Alclear Holdings, LLC 2022-12-02 4 D 0 6000 D Class A Common Stock 6000 413122 I See footnote This transaction was automatically effected pursuant to a Rule 10b5-1 trading plan previously adopted. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $32.00 to $32.10, 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. Pursuant to the terms of the Exchange Agreement, dated June 29, 2021, by and among the Issuer, Alclear Holdings, LLC ("Alclear") and the equityholders of Alclear (the "Exchange Agreement"), nonvoting common units of Alclear ("Common Units"), together with a corresponding number of shares of Class C common stock of the Issuer ("Class C Common Stock"), were exchanged for shares of Class A common stock of the Issuer ("Class A Common Stock") on a one-for-one basis. The exchange rights under the Exchange Agreement do not expire. The resulting shares of Class A Common Stock were used to settle the sale transaction described above, and so after the transactions reported in this Form 4, no shares of Class A Common Stock were held. Winn Levine, LLC is controlled by Mr. Levine, its sole manager, who has dispositive control and voting control over the shares held by Winn Levine, LLC. Shares of Class C Common Stock have one vote per share but no economic rights (including rights to dividends and distributions upon liquidation) and are issued in an equal amount to the number of Common Units held. /s/ Matthew Levine 2022-12-05