DEFA14A

DEFA14A 1 d920726ddefa14a.htm DEFA14A DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐

Check the appropriate box:

☐	Preliminary Proxy Statement

☐	Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

☐	Definitive Proxy Statement

☒	Definitive Additional Materials

☐	Soliciting Material under §240.14a-12

CLEAR SECURE, INC.

(Name of Registrant as Specified in Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

☒	No fee required.

☐	Fee paid previously with preliminary materials.

☐	Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11.




				Your Vote Counts!
				CLEAR SECURE, INC. 2026 Annual Meeting Vote by June 9, 2026 11:59 PM ET

CLEAR SECURE, INC. 85 10^TH AVE 9^TH FLOOR NEW YORK, NY 10011










V85063-P40816

You invested in CLEAR SECURE, INC. and it’s time to vote!

You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy materials for the stockholder meeting to be held on June 10, 2026.

Get informed before you vote

View the Notice and Proxy Statement and Form 10-K online OR you can receive a free paper or email copy of the material(s) by requesting prior to May 27, 2026. If you would like to request a copy of the material(s) for this and/or future stockholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.

LOGO

*Please check the meeting materials for any special requirements for meeting attendance.

Vote at www.ProxyVote.com

THIS IS NOT A VOTABLE BALLOT

This is an overview of the proposals being presented at the

upcoming stockholder meeting. Please follow the instructions on

the reverse side to vote these important matters.


Voting Items					Board Recommends
1.	Election of the following nominees as directors:

	Nominees:
	01)	Caryn Seidman Becker	06)	Kathryn A. Hollister
	02)	Michael Z. Barkin	07)	Marne Levine
	03)	Jeffery H. Boyd	08)	Peter Scher
	04)	Tomago Collins	09)	Adam J. Wiener
	05)	Shawn Henry

2.	Ratification of the appointment of our independent registered public accounting firm.

3.	Approval of, on an advisory basis, the compensation of our named executive officers.

4.	Approval of amendments to our Third Amended and Restated Certificate of Incorporation (the “Certificate of Incorporation”) to remove certain supermajority vote requirements.

5.	Approval of an amendment to our Certificate of Incorporation to clarify the officer exculpation provision.

NOTE: Such other business as may properly come before the meeting or any adjournment thereof.




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V85064-P40816

Table of Contents

Table of Contents

Table of Contents

SEC Form DEFA14A filed by Clear Secure Inc.