Clearwater Analytics Holdings, Inc. — fact timeline

Clearwater Analytics Holdings, Inc.: Amended and restated the bylaws in connection with the Merger (effective 2026-06-25).

“the certificate of incorporation and bylaws of the Company were each amended and restated in their entirety”

Clearwater Analytics Holdings, Inc.: Amended and restated the certificate of incorporation in connection with the Merger (effective 2026-06-25).

“the certificate of incorporation and bylaws of the Company were each amended and restated in their entirety”

Clearwater Analytics Holdings, Inc. underwent a change of control involving GT Silver BidCo, Inc. (Parent) for $24.55 per share in cash (closed 2026-06-25).

“As described above, at the Effective Time, on the terms and subject to the conditions set forth in the Merger Agreement, (i) Parent completed its previously announced acquisition of the Company, (ii) the Company became a wholly owned subsidiary of Parent and (iii) each share of Class A common stock, par value $0.001 per share, of the Company (the “ Company Class A Common Stock ”) issued and outstanding immediately prior to the Effective Time, including each share of Company Class A Common Stock resulting from the OpCo Units Exchange (as defined below) (other than shares of Company Class A Common Stock (a) owned by Parent or Merger Sub, (b) owned by the Company as treasury shares or (c) held by any person who properly exercised appraisal rights under the DGCL), was converted into the right to receive an amount in cash equal to $24.55 per share, without interest (the “ Merger Consideration ”).”

Clearwater Analytics Holdings, Inc. terminated Existing Credit Agreement with CWAN Acquisition, LLC, Clearwater Analytics, LLC, the lenders and the issuing banks party thereto, and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent (effective 2026-06-25).

“On June 25, 2026, in connection with the Merger, all outstanding indebtedness under that certain Credit Agreement, dated as of April 21, 2025, by and among, CWAN Acquisition, LLC, a Delaware limited liability company, Clearwater Analytics, LLC, a Delaware limited liability company, the lenders and the issuing banks party thereto and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent (as amended, restated, supplemented or otherwise modified prior to the closing of the Merger, the “ Existing Credit Agreement ”), was repaid in full and all commitments thereunder were terminated.”

Clearwater Analytics Holdings, Inc. entered into Credit Agreement with Goldman Sachs Private Credit Corp., as administrative agent, and the lenders and issuing banks from time to time party thereto.

“Substantially concurrently with the closing of the Merger, Parent, as a guarantor, Merger Sub, as the initial borrower, and the Company, as a borrower, entered into that certain Credit Agreement (the “ Credit Agreement ”) by and among Goldman Sachs Private Credit Corp., as administrative agent, the lenders and issuing banks from time to time party thereto”

Jim Cox was elected as Director at Clearwater Analytics Holdings, Inc..

“Immediately thereafter, Parent, as the sole stockholder of the Company, removed all of the directors of the Company (other than Sandeep Sahai) and elected Jim Cox to serve as a director of the Company”

Thomas Lafrance was removed as Director at Clearwater Analytics Holdings, Inc..

“Immediately thereafter, Parent, as the sole stockholder of the Company, removed all of the directors of the Company (other than Sandeep Sahai) and elected Jim Cox to serve as a director of the Company”

Peter Flynn was removed as Director at Clearwater Analytics Holdings, Inc..

“Immediately thereafter, Parent, as the sole stockholder of the Company, removed all of the directors of the Company (other than Sandeep Sahai) and elected Jim Cox to serve as a director of the Company”

Thomas Lafrance was appointed as Director at Clearwater Analytics Holdings, Inc..

“the directors of Merger Sub immediately prior to the Effective Time, Peter Flynn and Thomas Lafrance, were appointed as directors of the Company”

Peter Flynn was appointed as Director at Clearwater Analytics Holdings, Inc..

“the directors of Merger Sub immediately prior to the Effective Time, Peter Flynn and Thomas Lafrance, were appointed as directors of the Company”

Andrew Young resigned as Director at Clearwater Analytics Holdings, Inc..

“Effective upon the consummation of the Merger, each of Dr. Mukesh Aghi, Jacques Aigrain, Cary Davis, Christopher Hooper, Lisa Jones, Eric Lee, D. Scott Mackesy, Bas NieuweWeme and Andrew Young resigned from the Board and from any and all committees of the Board on which they served and ceased to be directors of the Company”

Bas NieuweWeme resigned as Director at Clearwater Analytics Holdings, Inc..

“Effective upon the consummation of the Merger, each of Dr. Mukesh Aghi, Jacques Aigrain, Cary Davis, Christopher Hooper, Lisa Jones, Eric Lee, D. Scott Mackesy, Bas NieuweWeme and Andrew Young resigned from the Board and from any and all committees of the Board on which they served and ceased to be directors of the Company”

D. Scott Mackesy resigned as Director at Clearwater Analytics Holdings, Inc..

“Effective upon the consummation of the Merger, each of Dr. Mukesh Aghi, Jacques Aigrain, Cary Davis, Christopher Hooper, Lisa Jones, Eric Lee, D. Scott Mackesy, Bas NieuweWeme and Andrew Young resigned from the Board and from any and all committees of the Board on which they served and ceased to be directors of the Company”

Eric Lee resigned as Director at Clearwater Analytics Holdings, Inc..

“Effective upon the consummation of the Merger, each of Dr. Mukesh Aghi, Jacques Aigrain, Cary Davis, Christopher Hooper, Lisa Jones, Eric Lee, D. Scott Mackesy, Bas NieuweWeme and Andrew Young resigned from the Board and from any and all committees of the Board on which they served and ceased to be directors of the Company”

Lisa Jones resigned as Director at Clearwater Analytics Holdings, Inc..

“Effective upon the consummation of the Merger, each of Dr. Mukesh Aghi, Jacques Aigrain, Cary Davis, Christopher Hooper, Lisa Jones, Eric Lee, D. Scott Mackesy, Bas NieuweWeme and Andrew Young resigned from the Board and from any and all committees of the Board on which they served and ceased to be directors of the Company”

Christopher Hooper resigned as Director at Clearwater Analytics Holdings, Inc..

“Effective upon the consummation of the Merger, each of Dr. Mukesh Aghi, Jacques Aigrain, Cary Davis, Christopher Hooper, Lisa Jones, Eric Lee, D. Scott Mackesy, Bas NieuweWeme and Andrew Young resigned from the Board and from any and all committees of the Board on which they served and ceased to be directors of the Company”

Cary Davis resigned as Director at Clearwater Analytics Holdings, Inc..

“Effective upon the consummation of the Merger, each of Dr. Mukesh Aghi, Jacques Aigrain, Cary Davis, Christopher Hooper, Lisa Jones, Eric Lee, D. Scott Mackesy, Bas NieuweWeme and Andrew Young resigned from the Board and from any and all committees of the Board on which they served and ceased to be directors of the Company”

Jacques Aigrain resigned as Director at Clearwater Analytics Holdings, Inc..

“Effective upon the consummation of the Merger, each of Dr. Mukesh Aghi, Jacques Aigrain, Cary Davis, Christopher Hooper, Lisa Jones, Eric Lee, D. Scott Mackesy, Bas NieuweWeme and Andrew Young resigned from the Board and from any and all committees of the Board on which they served and ceased to be directors of the Company”

Dr. Mukesh Aghi resigned as Director at Clearwater Analytics Holdings, Inc..

“Effective upon the consummation of the Merger, each of Dr. Mukesh Aghi, Jacques Aigrain, Cary Davis, Christopher Hooper, Lisa Jones, Eric Lee, D. Scott Mackesy, Bas NieuweWeme and Andrew Young resigned from the Board and from any and all committees of the Board on which they served and ceased to be directors of the Company”

Clearwater Analytics Holdings, Inc. shareholders approved proposal to approve, by advisory (nonbinding) vote, the compensation that may be paid or become payable to the named executive officers of the Company in connection with the consummation of the Merger (the Advisory Compensation Proposal) at the 2026-05-06 meeting.

“Proposal 2: The Advisory Compensation Proposal. Votes For Votes Against Votes Abstained 201,242,041 4,673,866 4,850,539”

Clearwater Analytics Holdings, Inc. shareholders approved proposal to adopt the Merger Agreement (the Merger Agreement Proposal) at the 2026-05-06 meeting.

“Proposal 1: The Merger Agreement Proposal. Majority Approval Votes For Votes Against Votes Abstained 205,143,338 1,387,769 4,235,339 Disinterested Stockholder Approval Votes For Votes Against Votes Abstained 200,228,312 1,387,769 4,235,339”

Clearwater Analytics Holdings, Inc. reported the first quarter ended March 31, 2026 results: revenue $221.2 million, net income $2.8 million, EPS $0.01.

“measures is contained in the attached press release. --- EX-99.1 (EX-99.1) --- Clearwater Analytics Announces First Quarter 2026 Financial Results Quarterly Revenue of $221.2 Million, Up 74% Year-Over-Year Annualized Recurring Revenue of $872 Million, Up 77% Year-Over-Year Adjusted EBITDA of $77.4 Million, Up 72% Year-Over-Year BOISE, Idaho — May 7, 2026 —”

Clearwater Analytics Holdings, Inc. entered into Agreement and Plan of Merger with GT Silver BidCo, Inc. and GT Silver Merger Sub, Inc. (effective 2025-12-20).

“On December 20, 2025, Clearwater Analytics Holdings, Inc., a Delaware corporation, (the “ Company ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) with GT Silver BidCo, Inc., a Delaware corporation (“ Parent ”), and GT Silver Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent (“ Merger Sub ”)”

Clearwater Analytics Holdings, Inc.: Filed a Certificate of Retirement to retire converted Class C and Class D common stock and reduce authorized shares (effective 2025-06-12).

“the Company filed the Certificate of Retirement with the Secretary of State of the State of Delaware to effect the retirement of the shares of Class C Common Stock and Class D Common Stock that were issued but not outstanding following the Conversion and to accordingly reduce the Company's total number of authorized shares of capital stock by the number of retired shares of Class C Common Stock and Class D Common Stock.”

Clearwater Analytics Holdings, Inc. incurred credit facility of Initial Term Loans in an aggregate principal amount equal to $800 million and Revolving Commitments in an aggregate prin with JPMorgan Chase Bank, N.A., as administrative agent and collateral agent at based upon, at the Borrower’s option, the Term SOFR or the Alternate Base Rate, maturing Initial Term Loans will mature seven years after the Closing Date and the Revolving Commitments will terminate five years after the Closing Date.

“to such terms in the Credit Agreement. Pursuant to the Credit Agreement, the Lenders have provided to the Borrower Initial Term Loans in an aggregate principal amount equal to $800 million and Revolving Commitments in an aggregate principal amount of $200 million, which includes a $20 million Letter of Credit and $20 million of Swingline Loans. The Initial Term”

Clearwater Analytics Holdings, Inc. completed an acquisition involving Enfusion, Inc. for $1,412,840,049.03 (closed 2025-04-21).

“to the Closing Date, was $23.2440, which was less than $25.0133, (w) the Per Share Parent Stock Amount was deemed to be 0.2159, (x) the Aggregate Consideration was equal to $1,412,840,049.03, (y) the Aggregate Consideration Per Share was equal to $10.87 and (z) the Exchange Ratio was 0.4676. As the Per Share Cash Consideration option was oversubscribed, such election”

Clearwater Analytics Holdings, Inc. completed an acquisition involving Blackstone Holdings I L.P., an affiliate of Blackstone Inc. for 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 ca (closed 2025-03-31).

“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).”

Clearwater Analytics Holdings, Inc. reported first quarter ended March 31, 2024 results: revenue $102.7 million, net income $2.2 million, EPS $0.01.

“Total revenue for the first quarter of 2024 was $102.7 million, an increase of 21.4%, from $84.6 million in the first quarter of 2023.”

Clearwater Analytics Holdings, Inc. reported fourth quarter and full year 2023 results: revenue $99.0 million, net income $(3.4) million, EPS $0.02.

“is contained in the attached press release. --- EX-99.1 (EX-99.1) --- Clearwater Analytics Announces Fourth Quarter and Full Year 2023 Financial Results Q4 2023 Revenue of $99.0 million, up 20% year-over-year Full Year 2023 Revenue of $368.2 million, up 21% year-over-year Q4 2023 Adjusted EBITDA margin of 30.3%; Q4 2023 Free Cash Flows of $22.5 million Q4 2023”

Clearwater Analytics Holdings, Inc. reported the third quarter ended September 30, 2023 results: revenue $94.7 million, net income $2.3 million, EPS $0.01.

“measures is contained in the attached press release. --- EX-99.1 (EX-99.1) --- Clearwater Analytics Announces Third Quarter 2023 Financial Results Record Quarterly Revenue of $94.7 Million, Up 24% Year-Over-Year Adjusted EBITDA of $28.6 Million, Up 51 % Year-Over-Year Adjusted EBITDA margin of 30% BOISE, Idaho — November 1, 2023 — Clearwater Analytics Holdings,”

Clearwater Analytics Holdings, Inc. reported quarter ended June 30, 2023 results: revenue $89.9 million, net income Net loss for the second quarter of 2023 was $11.9 million, EPS $0.06.

“is contained in the attached press release. --- EX-99.1 (EX-99.1) --- Clearwater Analytics Announces Second Quarter 2023 Financial Results Record Quarterly Revenue of $89.9 Million, Up 22% Year-Over-Year Adjusted EBITDA of $24.8 Million, Up 30 % Year-Over-Year Annualized Recurring Revenue of $349.5 Million, Up 20% Year-Over-Year Gross Revenue Retention Rate”

Clearwater Analytics Holdings, Inc. shareholders approved Ratification of Independent Registered Public Accounting Firm at the 2023-06-21 meeting.

“Item 5.07 Submission of Matters to a Vote of Security Holders. On June 21, 2023, Clearwater Analytics Holdings, Inc. (the “Company”) held its 2023 Annual Meeting of Stockholders (the “Annual Meeting”). The Company’s stockholders voted on two proposals at the Annual Meeting, each of which is described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 28, 2023. Holders of the Company’s Class A common stock and Class B common stock were entitled to one vote per share held as of the close of business on April 24, 2023 (the “Record Date”) and holders of the Company’s Class C common stock and Class D common stock were entitled to ten votes per share held as of the Record Date. Holders of the shares of Class A common stock, Class B common stock, Class C common stock and Class D common stock voted together as a single class on all matters (including the election of directors) submitted to a vote of stockholders at the Annual Meetin”

Clearwater Analytics Holdings, Inc. shareholders approved Election of Directors at the 2023-06-21 meeting.

“Item 5.07 Submission of Matters to a Vote of Security Holders. On June 21, 2023, Clearwater Analytics Holdings, Inc. (the “Company”) held its 2023 Annual Meeting of Stockholders (the “Annual Meeting”). The Company’s stockholders voted on two proposals at the Annual Meeting, each of which is described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 28, 2023. Holders of the Company’s Class A common stock and Class B common stock were entitled to one vote per share held as of the close of business on April 24, 2023 (the “Record Date”) and holders of the Company’s Class C common stock and Class D common stock were entitled to ten votes per share held as of the Record Date. Holders of the shares of Class A common stock, Class B common stock, Class C common stock and Class D common stock voted together as a single class on all matters (including the election of directors) submitted to a vote of stockholders at the Annual Meetin”

Clearwater Analytics Holdings, Inc. reported first quarter ended March 31, 2023 results: revenue $84.6 million, EPS $0.02.

“Clearwater Analytics Announces First Quarter 2023 Financial Results Record Quarterly Revenue of $84.6 Million”

Clearwater Analytics Holdings, Inc. reported financial results for fourth quarter and full year ended December 31, 2022.

“On February 21, 2023, Clearwater Analytics Holdings, Inc. (“Clearwater” or the “Company”) issued a press release announcing its results for the fourth quarter and full year ended December 31, 2022.”

Joseph Kochansky retired as President, Technology and Product at Clearwater Analytics Holdings, Inc..

“On November 29, 2022, the Company and Joseph Kochansky, President, Technology and Product, agreed that, pursuant to an agreement by and between Clearwater Analytics, LLC (the “Employer”) and Mr. Kochansky, effective December 31, 2022, Mr. Kochansky will retire from such position, cease to be an employee of the Employer and will transition to the role of Senior Advisor.”

Anthony J. DeNicola resigned as Director at Clearwater Analytics Holdings, Inc..

“Mr. Mackesy will succeed Mr. Anthony J. DeNicola, who will resign as a director of the Board and a member of the Compensation Committee of the Board effective on December 5, 2022.”

D. Scott Mackesy was appointed as Director at Clearwater Analytics Holdings, Inc..

“On December 2, 2022, the Board of Directors (the “Board”) of Clearwater Analytics Holdings, Inc. (the “Company”) appointed Mr. D. Scott Mackesy to the Board, effective on December 5, 2022.”

Clearwater Analytics Holdings, Inc. reported quarter ended September 30, 2022 results: revenue $76.6 million, net income $3.0 million, EPS $0.01 per diluted share.

“Revenue: Total revenue for the third quarter of 2022 reached $76.6 million, an increase of 19%, from $64.5 million in the third quarter of 2021. • Gross Profit: Gross profit for the third quarter of 2022 was $53.8 million, compared with $46.7 million in the third quarter of 2021. Non-GAAP gross profit for the third quarter of 2022 was $57.3 million, which equates to a 74.8% non-GAAP gross margin. • Net Income/(Loss): Net loss for the third quarter of 2022 was $3.0 million compared with net loss of $11.4 million in the third quarter of 2021. In the third quarter of 2022, the Company recorded a $2.6 million expense related to its Tax Receivable Agreement and $1.3 million in transaction expenses related to the JUMP Technology acquisition. Net loss in the third quarter of 2021 included a $10.3 million loss on debt extinguishment. Non-GAAP net income for the third quarter of 2022 increased by 59% to $13.8 million from $8.7 million in the third quarter of 2021. • Adjusted EBITDA: Adjusted EB”

Lisa Jones was appointed as Director at Clearwater Analytics Holdings, Inc..

“On September 16, 2022, the Board of Directors (the “Board”) of Clearwater Analytics Holdings, Inc. (the “Company”) appointed Lisa Jones to the Board, effective immediately.”

Dr. JP Singh was appointed as Director at Clearwater Analytics Holdings, Inc..

“On July 29, 2022, the Board of Directors (the “Board”) of the Company increased the number of directors constituting the whole Board from eight to nine and appointed Dr. JP Singh to the Board, effective immediately.”