Clear Secure Inc SEC Filings

Clear Secure, Inc. delivered strong Q1 2026 growth with improved profitability and cash generation. Revenue rose to $253.0 million from $211.4 million, driven by a 13% increase in Active CLEAR+ Members and higher membership pricing. Net income increased to $56.4 million, while Adjusted EBITDA reached $80.6 million with a 32% margin, up from 25%.

The company generated $190.4 million of operating cash flow and $185.5 million of free cash flow, lifting cash and cash equivalents to $170.7 million and marketable securities to $629.4 million. Total CLEAR Members grew to about 41 million, and deferred revenue climbed to $554.9 million, reflecting strong subscription prepayments.

Clear Secure, Inc. reported strong first quarter 2026 results, with revenue of $253.0 million, up 19.7% year-over-year, and net income of $56.4 million, a 22.3% net margin. Adjusted EBITDA reached $80.6 million, a 31.9% margin with 720 basis points of year-over-year expansion.

Free Cash Flow was $185.5 million, supported by net cash provided by operating activities of $190.4 million. Total Bookings were $291.7 million, up 40.8% year-over-year. Total CLEAR Members grew to 41.0 million and Active CLEAR+ Members to 8.2 million.

The company returned about $56.4 million to shareholders in the quarter through a regular $0.15 dividend, a $0.20 special dividend, distributions and share repurchases, and declared a new $0.15 quarterly dividend payable on June 24, 2026. Full-year 2026 Free Cash Flow guidance was raised to at least $465 million.

Clear Secure Inc reports that Vanguard Portfolio Management beneficially owns 7,196,804 shares of Common Stock. The filing states this equals 7.27% of the class. Vanguard Portfolio Management reports sole dispositive power over 7,196,804 shares and sole voting power for 79,787 shares, and notes these holdings include shares held for Vanguard funds and managed accounts.

Clear Secure, Inc. is asking stockholders to vote at its 2026 virtual annual meeting on June 10, 2026 at 8:00 a.m. Eastern Time. The meeting will be held by live audio webcast at www.virtualshareholdermeeting.com/YOU2026, with access using a 16‑digit control number.

Stockholders will vote on five items: electing nine directors for one-year terms, ratifying Ernst & Young LLP as independent auditor, an advisory Say‑on‑Pay vote, amending the charter to remove certain supermajority vote requirements, and amending the charter to clarify the officer exculpation provision. The Board recommends voting FOR all proposals.

The company describes its multi-class structure, where Class A and Class C shares carry one vote per share and Class B and Class D shares carry twenty votes per share, and notes 100,612,468 Class A, 151,787 Class B, 14,266,787 Class C and 18,630,246 Class D shares outstanding as of the April 15, 2026 record date.

The proxy outlines governance practices, including a nine‑member Board with seven independent directors, a lead independent director, and fully independent Audit, Compensation, and Nominating and Corporate Governance Committees, despite Clear being a “controlled company” under NYSE rules. It also highlights director diversity and committee responsibilities.

Compensation discussion emphasizes a pay‑for‑performance philosophy. For 2025, named executive officers’ target pay mixed base salary, annual cash incentives tied mainly to bookings and un‑levered free cash flow, and equity awards split between time‑based RSUs and performance stock units measured on three‑year cumulative un‑levered free cash flow.

Clear Secure, Inc. is soliciting proxies for its 2026 annual meeting, to be held virtually on June 10, 2026, and asks stockholders of record as of April 15, 2026 to vote on the election of nine directors, ratification of EY as independent auditors, advisory approval of executive compensation, and two certificate of incorporation amendments.

The proxy highlights corporate governance practices, nine director nominees (seven independent), executive compensation design including 2025 annual cash incentive results and new annual equity grant targets, board committee structure, and voting instructions for virtual participation.

Clear Secure, Inc. president Michael Z. Barkin reported vesting of restricted stock units and related tax withholding. On April 1, 2026, 64,599 RSUs converted into an equal number of shares of Class A Common Stock, reflecting a scheduled vesting event.

A portion of these shares, 35,724, was automatically withheld at $49.09 per share to cover tax obligations, which is not an open-market sale. After these transactions, he held 129,199 RSUs and 34,544 shares of Class A Common Stock directly.

Clear Secure, Inc. Chief Financial Officer Jennifer Hsu reported routine equity compensation activity tied to restricted stock units (RSUs). On April 1, 2026, 7,106 RSUs vested and converted into an equal number of Class A Common shares. To cover tax withholding on this vesting, 3,930 shares were automatically withheld at a price of $49.09 per share, rather than sold in the open market. After these transactions and including 44.18 shares acquired through dividend reinvestment, Hsu directly holds 9,738.18 shares of Class A Common Stock and 14,212 RSUs that remain outstanding, with additional RSU tranches scheduled to vest on April 1, 2027 and April 1, 2028.

Clear Secure, Inc. director Kathryn A. Hollister acquired shares through the vesting of board compensation awards. On the vesting date, 530 Restricted Stock Units converted into 530 shares of Class A Common Stock at a price of $0.00 per share, reflecting non-cash equity compensation in lieu of a cash retainer. Following this issuance, she directly owns 38,032 shares of Class A Common Stock.