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Guidewire Software, Inc. — Director's Dealing 2025
Sep 18, 2025
30303_dirs_2025-09-17_4a9c71dd-6de3-46ab-9025-cc5e89877858.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Guidewire Software, Inc. (GWRE)
CIK: 0001528396
Period of Report: 2025-09-15
Reporting Person: King James Winston (Chief Admin Officer, Gen Couns)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2025-09-15 | Common Stock | M | 10597 | — | Acquired | 52926 | Direct |
| 2025-09-16 | Common Stock | S | 7149 | $242.867 | Disposed | 45777 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2025-09-15 | Performance Shares | $0 | M | 10597 | Disposed | 2032-09-15 | Common Stock (10597) | Direct |
Footnotes
F1: Shares sold by Issuer to cover taxes associated with settlement of Restricted Stock Units.
F2: The sale price reported in column 4 of Table 1 represents the average sale price of the shares sold ranging from $242.8643 to $242.8692 per share. The reporting person will provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
F3: At the end of Year 1, as to 50% of this PSU award (Part 1), the Compensation Committee of the Board of Directors (Compensation Committee) determined, on September 15, 2023, that 101.8% of the performance conditions against the FY23 ARR targets were met resulting in an increase of 123 PSUs earned by the Reporting Person. 33% of Part 1 vested immediately thereafter. 33% of Part 1 will vest at the end of Year 2, and 33% of Part 1 will vest at the end of Year 3. At the end of Year 3, as to 50% of this PSU award (Part 2), the Compensation Committee determined, on September 10, 2025, that 120% of the performance conditions against the FY25 ARR targets were met resulting in an increase of 1,377 PSUs earned by the Reporting Person. Part 2 met its time-based vesting on September 15, 2025.