Sec Form 3 Filing - Galibier Purchaser, LLC @ Clearwater Analytics Holdings, Inc. - 2021-09-23

FORM 3 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Galibier Purchaser, LLC 2. Issuer Name and Ticker or Trading Symbol Clearwater Analytics Holdings, Inc. [ CWAN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O PERMIRA ADVISERS LLC, 320 PARK AVENUE, 28TH FLOOR 3. Date of Earliest Transaction (MM/DD/YY) 09/23/2021 (Street) NEW YORK, NY10022 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) _____ Form filed by One Reporting Person __ X __ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Class D Common Stock ( 1 ) ( 1 ) ( 1 ) Class A Common Stock 33,222,826 D ( 2 ) ( 3 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Galibier Purchaser, LLC C/O PERMIRA ADVISERS LLC 320 PARK AVENUE, 28TH FLOOR NEW YORK, NY10022 X X Gali SCSp C/O PERMIRA LUXEMBOURG SARL 488 ROUTE DE LONGWY N4L-1940 X X Permira VII GP S.a r.l. C/O PERMIRA LUXEMBOURG SARL 488 ROUTE DE LONGWY N4L-1940 X X Galibier Holdings, LP C/O PERMIRA ADVISERS LLC 320 PARK AVENUE, 28TH FLOOR NEW YORK, NY10022 X X Galibier Holdings GP, LLC C/O PERMIRA ADVISERS LLC 320 PARK AVENUE, 28TH FLOOR NEW YORK, NY10022 X X Signatures /s/ Justin Herridge By: Justin Herridge, Manager 09/23/2021 Signature of Reporting Person Date /s/ Justin Herridge By Justin Herridge, Manager for Galibier Holdings GP, LLC, general partner of Galibier Holdings, LP 09/23/2021 Signature of Reporting Person Date /s/ Justin Herridge By: Justin Herridge, Manager for Galibier Holdings GP, LLC 09/23/2021 Signature of Reporting Person Date /s/ Cedric Pedoni By: Cedric Pedoni, Manager for Permira VII GP S.a r.l., general partner of Gali SCSp 09/23/2021 Signature of Reporting Person Date /s/ Cedric Pedoni By: Cedric Pedoni, Manager for Permira VII GP S.a r.l. 09/23/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares of the Issuer's Class D common stock ("Class D Common Stock") have ten votes per share and may be exchanged at any time, at the option of the holder, for shares of the Issuer's Class A common stock ("Class A Common Stock") on a one-for-one basis. Each share of Class D Common Stock is required to be converted into one share of Class A Common Stock immediately prior to any sale or other transfer of such share by any Permira Entity (as defined below) or any of its affiliates or permitted transferees to a non-permitted transferee. Each share of Class D Common Stock will automatically convert into a share of Class A Common Stock upon the earlier of (i) the date that affiliates of Welsh, Carson, Anderson & Stowe own less than 5% of the Issuer's common stock and (ii) the date that is seven years following the closing of the Issuer's initial public offering. ( 2 )Galibier Purchaser, LLC, is the direct holder of 33,222,826 shares of Class D Common Stock. Galibier Holdings, LP is the sole member of Galibier Purchaser, LLC. Galibier Holdings, LP acts through its general partner, Galibier Holdings GP, LLC, which acts through its sole member, Gali SCSp, which acts through its general partner, Permira VII GP S.a r.l. (together with Galibier Holdings LP, Galibier Holdings GP, LLC and Gali SCSp, the "Permira Entities"). ( 3 )The other Permira Entities may be deemed to share voting and dispositive power over the Class D Common Stock held by Galibier Purchaser, LLC, but disclaim such beneficial ownership except to the extent of their pecuniary interest therein.

Remarks: Andrew Young is affiliated with the Reporting Persons and currently serves on the board of directors of the Issuer as the Reporting Persons' representative, and therefore the Reporting Persons may be deemed a "director by deputization" of the Issuer.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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