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Filing Details

Accession Number:: 0001209191-22-045693
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2022-08-12 18:53:50
Reporting Period:: 2022-08-10

Accepted Time:: 2022-08-12 18:53:50
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1856314	Clear Secure Inc.	YOU	Services-Prepackaged Software (7372)	862643981

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1868818	Matthew Levine	65 E 55Th St., 17Th Floor New York NY 10022	Gc, Chief Privacy Off & Sec	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Disposition	2022-08-10	3,300	$29.01	0	No	4	S	Indirect	See footnote
Class C Common Stock	Disposition	2022-08-11	3,300	$0.00	443,822	No	4	D	Indirect	See footnote
Class A Common Stock	Acquisiton	2022-08-11	3,300	$0.00	0	No	4	A	Indirect	See footnote
Class A Common Stock	Disposition	2022-08-11	4,700	$29.05	0	No	4	S	Indirect	See footnote
Class C Common Stock	Disposition	2022-08-12	4,700	$0.00	439,122	No	4	D	Indirect	See footnote
Class A Common Stock	Acquisiton	2022-08-12	4,700	$0.00	0	No	4	A	Indirect	See footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See footnote
No	4	D	Indirect	See footnote
No	4	A	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	D	Indirect	See footnote
No	4	A	Indirect	See footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Non-voting common units of Alclear Holdings, LLC	Disposition	2022-08-11	3,300	$0.00	3,300	$0.00
Class A Common Stock	Non-voting common units of Alclear Holdings, LLC	Disposition	2022-08-12	4,700	$0.00	4,700	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
443,822			No	4	D	Indirect
439,122			No	4	D	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	7,453	Direct

Footnotes

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 $29.00 to $29.04, 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 Acommon stock of the Issuer ("Class A Common Stock") on a one-for-one basis. The exchange right under the Exchange Agreement do not expire. The resulting shares of Class A Common Stock were used to settle each of the sale transactions reported in this Form 4, 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.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions ranging from $29.00 to $29.13, 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.