Form 4 for YOU Clear Secure, Inc.

Accepted 2022-08-09 00:00:00 ET · period of report 2022-08-05 · accession 0001209191-22-045102 · SEC index · Original document

Summary rows

Aggregated the way they appear in lists: one row per insider, transaction code and security table.

X	Filed	Traded	Ticker	Insider	Title	Type	Price	Qty	Owned	ΔOwn	Value
DI	2022-08-09	2022-08-08	YOU	Levine Matthew	GC, Chief Privacy Off, Sec	D - Sale to Iss	—	-400	454.7K	-0.1%	—
DI	2022-08-09	2022-08-08	YOU	Levine Matthew	GC, Chief Privacy Off, Sec	A - Grant	—	+400	0	New	—
DI	2022-08-09	2022-08-05	YOU	Levine Matthew	GC, Chief Privacy Off, Sec	S - Sale	$28.00	-400	0	-100%	-$11.2K
DI	2022-08-09	2022-08-08	YOU	Levine Matthew	GC, Chief Privacy Off, Sec	D - Sale to Iss	—	-400	454.7K	-0.1%	—

Purchase Sale Sale after option exercise All abbreviations

Every reported transaction

#	Table	Security	Date	Code	A/D	Shares	Price	Owned after	Own	Exercise / expiry	Underlying	Footnotes
1	Common	Class C Common Stock	2022-08-08	D	D	400	—	454,722	I See footnote	—	—	(F2) Pursuant to the Exchange Agreement, dated June 29, 2021, by and among the Issuer, Alclear Holdings, LLC ("Alclear") and the equityholders of Alclear (the "Exchange Agreement"), non-voting common interest units ("Common Units") of Alclear, 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 right 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 are held. (F4) 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. (F3) 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.
2	Common	Class A Common Stock	2022-08-08	A	A	400	—	0	I See footnote	—	—	(F2) Pursuant to the Exchange Agreement, dated June 29, 2021, by and among the Issuer, Alclear Holdings, LLC ("Alclear") and the equityholders of Alclear (the "Exchange Agreement"), non-voting common interest units ("Common Units") of Alclear, 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 right 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 are held. (F3) 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.
3	Common	Class A Common Stock	2022-08-05	S	D	400	$28.00	0	I See footnote	—	—	(F2) Pursuant to the Exchange Agreement, dated June 29, 2021, by and among the Issuer, Alclear Holdings, LLC ("Alclear") and the equityholders of Alclear (the "Exchange Agreement"), non-voting common interest units ("Common Units") of Alclear, 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 right 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 are held. (F3) 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.
4	Derivative	Non-voting common units of Alclear Holdings, LLC	2022-08-08	D	D	400	—	454,722	I See footnote	— · — to —	400 Class A Common Stock	(F2) Pursuant to the Exchange Agreement, dated June 29, 2021, by and among the Issuer, Alclear Holdings, LLC ("Alclear") and the equityholders of Alclear (the "Exchange Agreement"), non-voting common interest units ("Common Units") of Alclear, 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 right 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 are held. (F4) 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. (F3) 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.