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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2024
OR
oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from   to
Commission file number 001-40568
CLEAR SECURE, INC.
(Exact name of registrant as specified in its charter)
Delaware86-2643981
(State or other jurisdiction of
incorporation or organization)		(I.R.S. Employer Identification No.)
85 10th Avenue, 9th Floor, New York, NY
 10011
(Address of Principal Executive Offices)(Zip Code)
(646) 723-1404
Registrant's telephone number, including area code
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Class A common stock, par value $0.00001 per shareYOUNew York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  o 
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).     Yes  x   No  o 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filerxAccelerated filero
Non-accelerated fileroSmaller reporting companyo
Emerging growth companyo
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).     Yes   o     No  x
The registrant had the following outstanding shares of common stock as of November 4, 2024:
Class A Common Stock par value $0.00001 per share (the “Class A Common Stock”)
94,015,104 
Class B Common Stock par value $0.00001 per share (the “Class B Common Stock”)
877,234 
Class C Common Stock par value $0.00001 per share (the “Class C Common Stock”)
19,615,578 
Class D Common Stock par value $0.00001 per share (the “Class D Common Stock”)
24,896,690 

Table of Contents
Page
                  Signatures



CLEAR SECURE, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(dollars in thousands, except share and per share data)
September 30,
2024		December 31,
2023
Assets
Current assets:
Cash and cash equivalents$32,885 $57,900 
Marketable securities511,812 665,197 
Accounts receivable639 526 
Prepaid revenue share fee25,179 24,402 
Prepaid expenses and other current assets25,222 22,009 
Total current assets595,737 770,034 
Property and equipment, net57,760 62,611 
Right of use asset, net111,046 115,874 
Intangible assets, net16,875 20,825 
Goodwill62,757 62,757 
Restricted cash3,410 4,501 
Other assets10,992 8,407 
Total assets$858,577 $1,045,009 
Liabilities and stockholders' equity
Current liabilities:
Accounts payable$10,876 $11,781 
Accrued liabilities129,731 164,015 
Deferred revenue417,078 376,253 
Total current liabilities557,685 552,049 
Other long term liabilities119,854 123,736 
Total liabilities677,539 675,785 
Commitments and contingencies (Note 18)
Class A Common Stock, $0.00001 par value - 1,000,000,000 shares authorized; 93,679,673 and 91,786,941 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively
1 1 
Class B Common Stock, $0.00001 par value - 100,000,000 shares authorized; 877,234 and 907,234 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively
— — 
Class C Common Stock, $0.00001 par value - 200,000,000 shares authorized; 19,750,578 and 32,234,914 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively
— — 
Class D Common Stock, $0.00001 par value - 100,000,000 shares authorized; 25,046,690 and 25,796,690 shares issued and outstanding as of September 30, 2024 and December 31, 2023, respectively
— — 
Accumulated other comprehensive income1,472 2,050 
Treasury stock at cost, 0 shares as of September 30, 2024 and December 31, 2023
— — 
Accumulated deficit(7,324)(73,714)
Additional paid-in capital134,821 304,992 
Total stockholders’ equity attributable to Clear Secure, Inc.128,970 233,329 
Non-controlling interest52,068 135,895 
Total stockholders’ equity181,038 369,224 
Total liabilities and stockholders’ equity$858,577 $1,045,009 


See notes to condensed consolidated financial statements

1
CLEAR SECURE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
(dollars in thousands, except share and per share data)
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Revenue$198,424 $160,387 $564,218 $442,614 
Operating expenses:
Cost of revenue share fee28,592 22,885 79,049 63,674 
Cost of direct salaries and benefits44,825 35,337 125,198 102,687 
Research and development17,424 11,790 54,939 56,044 
Sales and marketing11,607 9,735 34,236 30,032 
General and administrative53,919 56,101 162,180 170,323 
Depreciation and amortization6,970 5,260 19,503 15,416 
Operating income35,087 19,279 89,113 4,438 
Other income (expense):
Interest income, net7,252 7,677 25,424 21,463 
Other income, net436 661 1,291 1,569 
Income before tax42,775 27,617 115,828 27,470 
Income tax expense(4,751)(754)(7,125)(846)
Net income38,024 26,863 108,703 26,624 
Less: net income attributable to non-controlling interests14,559 11,517 42,313 12,491 
Net income attributable to Clear Secure, Inc.$23,465 $15,346 $66,390 $14,133 
Net income per share of Class A Common Stock and Class B Common Stock (Note 16)
Net income per common share basic, Class A$0.25 $0.17 $0.71 $0.16 
Net income per common share basic, Class B$0.25 $0.17 $0.71 $0.16 
Net income per common share diluted, Class A$0.25 $0.17 $0.71 $0.15 
Net income per common share diluted, Class B$0.25 $0.17 $0.71 $0.15 
Weighted-average shares of Class A Common Stock outstanding, basic92,702,778 89,189,192 92,174,755 89,436,795 
Weighted-average shares of Class B Common Stock outstanding, basic891,582 907,234 901,979 907,234 
Weighted-average shares of Class A Common Stock outstanding, diluted94,279,071 89,968,555 93,263,943 90,503,162 
Weighted-average shares of Class B Common Stock outstanding, diluted891,582 907,234 901,979 907,234 






See notes to condensed consolidated financial statements

2
CLEAR SECURE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(UNAUDITED)
(dollars in thousands)
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Net income$38,024 $26,863 $108,703 $26,624 
Other comprehensive income (loss)
     Currency translation14 8 14 16 
     Unrealized gain (loss) on fair value of marketable securities3,046 1,390 (1,164)1,738 
Total other comprehensive income (loss)3,060 1,398 (1,150)1,754 
Comprehensive income41,084 28,261 107,553 28,378 
Less: comprehensive income attributable to non-controlling interests15,586 12,082 41,741 13,210 
Comprehensive income attributable to Clear Secure, Inc.$25,498 $16,179 $65,812 $15,168 




















See notes to condensed consolidated financial statements

3
CLEAR SECURE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
(UNAUDITED)
(dollars in thousands, except share data)
4
Class AClass BClass CClass DAdditional paid in capitalAccumulated other comprehensive income (loss)Treasury StockAccumulated deficitTotal stockholders’ equity attributable to Clear Secure, Inc.Non-controlling interestTotal stockholders’ equity
Number of sharesAmountNumber of sharesAmountNumber of sharesAmountNumber of sharesAmountNumber of sharesAmount
Balance, January 1, 202491,786,941 $1 907,234 $— 32,234,914 $— 25,796,690 $— $304,992 $2,050 — $— $(73,714)$233,329 $135,895 $369,224 
Net income— — — — — — — — — — — — 18,806 18,806 13,282 32,088 
Other comprehensive loss— — — — — — — — — (1,835)— — — (1,835)(1,148)(2,983)
Equity-based compensation expense, net of forfeitures— — — — — — — — 6,684 — — — — 6,684 4,185 10,869 
Net share settlements of stock-based awards183,167 — — — — — — — (1,298)— — — — (1,298)(812)(2,110)
Distribution to members— — — — — — — — — — — — — — (10,564)(10,564)
Tax distribution to members— — — — — — — — — — — — — — (4,558)(4,558)
Exchange of shares1,625,803 — — — (1,625,803)— — — 3 — — — — 3 (3)— 
Dividends— — — — — — — — (8,481)— — — — (8,481)— (8,481)
Special dividend— — — — — — — — (28,828)— — — — (28,828)(28,828)
Repurchase and retirement of Class A Common Stock(4,416,759)— — — — — — — (52,514)— — — — (52,514)(32,868)(85,382)
Balance, March 31, 202489,179,152 $1 907,234 $— 30,609,111 $— 25,796,690 $— $220,558 $215 — $— $(54,908)$165,866 $103,409 $269,275 
Net income— — — — — — — — — — — — 24,119 24,119 14,472 38,591 
Other comprehensive loss— — — — — — — — — (776)— — — (776)(451)(1,227)
Equity-based compensation expense, net of forfeitures— — — — — — — — 6,624 — — — — 6,624 3,847 10,471 
Net share settlements of stock-based awards287,541 — — — — — — — (685)— — — — (685)(1,819)(2,504)
Distribution to members— — — — — — — — — — — — — — (5,018)(5,018)
Tax distribution to members— — — — — — — — — — — — — — (7,367)(7,367)
Exchange of shares6,316,858 — — — (6,316,858)— — — 19,763 — — — — 19,763 (19,763)— 
Dividends— — — — — — — — (9,339)— — — — (9,339)— (9,339)
Repurchase and retirement of Class A Common Stock(3,566,853)— — — — — — (52,036)— — — — (52,036)(12,582)(64,618)
Balance, June 30, 202492,216,698 $1 907,234 $— 24,292,253 $— 25,796,690 $— $184,885 $(561)— $— $(30,789)$153,536 $74,728 $228,264 
Net income— — — — — — — — — — — — 23,465 23,465 14,559 38,024 
Other comprehensive income— — — — — — — — — 2,033 — — — 2,033 1,027 3,060 
Equity-based compensation expense, net of forfeitures— — — — — — — — 4,218 — — — — 4,218 2,130 6,348 
Net share settlements of stock-based awards141,300 — — — — — — — (782)— — — — (782)(1,333)(2,115)
Distribution to members— — — — — — — — — — — — — — (4,532)(4,532)
Tax distribution to members— — — — — — — — — — — — — — (3,453)(3,453)
Exchange of shares5,321,675 — (30,000)— (4,541,675)— (750,000)— 23,489 — — — — 23,489 (23,489)— 
Dividends— — — — — — — — (9,398)— — — — (9,398)— (9,398)
Repurchase and retirement of Class A Common Stock(4,000,000)— — — — — — (67,591)— — — — (67,591)(7,569)(75,160)
Balance, September 30, 202493,679,673 $1 877,234 $— 19,750,578 $— 25,046,690 $— $134,821 $1,472 — $— $(7,324)$128,970 $52,068 $181,038 

See notes to condensed consolidated financial statements

5
Class AClass BClass CClass DAdditional paid in capitalAccumulated other comprehensive lossTreasury StockAccumulated deficitTotal stockholders’ equity attributable to Clear Secure, Inc.Non-controlling InterestTotal stockholders’ equity
Number of sharesAmountNumber of sharesAmountNumber of sharesAmountNumber of sharesAmountNumber of sharesAmount
Balance, January 1, 202387,760,831 $1 907,234 $— 38,290,964 $— 25,796,690 $— $394,390 $(1,529)80,505 $— $(101,797)$291,065 $219,856 $510,921 
Net loss— — — — — — — — — — — — (5,224)(5,224)(3,049)(8,273)
Other comprehensive income— — — — — — — — — 938 — — — 938 658 1,596 
Equity-based compensation expense, net of forfeitures(3,079)— — — — — — — 10,151 — 3,079 — — 10,151 6,257 16,408 
Net share settlements of stock-based awards155,049 — — — — — — — (946)— (83,584)— — (946)(1,462)(2,408)
Warrant expense— — — — — — — — 366 — — — — 366 257 623 
Exercise of warrants534,655 — — — — — — — 1,615 — — — — 1,615 (1,615)— 
Tax distribution to members— — — — — — — — — — — — — — (13,886)(13,886)
Exchange of shares 2,048,773 — — — (2,048,773)— — — 6,189 — — — — 6,189 (6,189)— 
Repurchase and retirement of Class A Common Stock(281,838)— — — — — — — (7,380)— — — — (7,380)911 (6,469)
Balance, March 31, 202390,214,391 $1 907,234 $— 36,242,191 $— 25,796,690 $— $404,385 $(591)— $— $(107,021)$296,774 $201,738 $498,512 
Net income— — — — — — — — — — — — 4,011 4,011 4,023 8,034 
Other comprehensive loss— — — — — — — — — (736)— — — (736)(504)(1,240)
Equity-based compensation expense, net of forfeitures— — — — — — — — 8,415 — — — — 8,415 6,244 14,659 
Net share settlements of stock-based awards144,341 — — — — — — — (655)— — — — (655)(740)(1,395)
Tax distribution to members— — — — — — — — — — — — (26)(26)(17)(43)
Exchange of shares150,000 — — — (150,000)— — — 165 — — — — 165 (165)— 
Special dividend— — — — — — — — (18,089)— — — — (18,089)— (18,089)
Repurchase and retirement of Class A Common Stock(1,533,357)— — — — — — (22,928)— — — — (22,928)(15,700)(38,628)
Balance, June 30, 202388,975,375 $1 907,234 $— 36,092,191 $— 25,796,690 $— $371,293 $(1,327)— $— $(103,036)$266,931 $194,879 $461,810 
Net income— — — — — — — — — — — — 15,346 15,346 11,517 26,863 
Other comprehensive income— — — — — — — — — 833 — — — 833 565 1,398 
Equity-based compensation expense, net of forfeitures— — — — — — — — 2,721 — — — — 2,721 1,845 4,566 
Net share settlements of stock-based awards73,374 — — — — — — — (218)— — — — (218)(673)(891)
Distribution to members— — — — — — — — — — — — — — (4,322)(4,322)
Tax distribution to members— — — — — — — — — — — — — — (13,718)(13,718)
Exchange of shares1,315,502 — — — (1,315,502)— — — 5,171 — — — — 5,171 (5,171)— 
Dividends— — — — — — — — (6,304)— — — — (6,304)— (6,304)
Repurchase and retirement of Class A Common Stock(510,000)— — — — — — (8,576)— — — — (8,576)(2,451)(11,027)
Balance, September 30, 202389,854,251 $1 907,234 $— 34,776,689 $— 25,796,690 $— $364,087 $(494)— $— $(87,690)$275,904 $182,471 $458,375 
See notes to condensed consolidated financial statements

6
CLEAR SECURE, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN CASH FLOWS
(UNAUDITED)
(dollars in thousands)
Nine Months Ended September 30,
20242023
Cash flows provided by (used in) operating activities:
Net income$108,703 $26,624 
Adjustments to reconcile net income to net cash provided from operating activities:
Depreciation of property and equipment16,347 12,933 
Amortization of intangible assets3,156 2,483 
Noncash lease expense4,804 4,896 
Impairment of assets— 3,707 
Equity-based compensation27,038 35,102 
Deferred income tax701 (549)
Amortization of revolver loan costs169 252 
Premium amortization and (discount accretion), net on marketable securities(6,330)(9,835)
Changes in operating assets and liabilities:
Accounts receivable(113)433 
Prepaid expenses and other assets(4,379)(4,098)
Prepaid revenue share fee(777)(2,954)
Accounts payable(475)5,899 
Accrued and other long term liabilities(26,304)(10,990)
Deferred revenue40,825 68,439 
Operating lease liabilities(4,300)(1,440)
Net cash provided by operating activities$159,065 $130,902 
Cash flows provided by (used in) investing activities:
Purchases of marketable securities(703,132)(634,751)
Sales of marketable securities861,683 639,090 
Business combinations— (3,750)
Purchase of strategic investment(1,000)(6,000)
Purchases of property and equipment(9,259)(21,825)
Purchases of intangible assets(318)(129)
Net cash provided by (used in) investing activities$147,974 $(27,365)
Cash flows used in financing activities:
Repurchase of Class A Common Stock(225,160)(56,124)
Payment of dividend(27,218)(6,320)
Payment of special dividend(28,828)(18,129)
Distributions to members(20,114)(4,322)
Tax distribution to members(24,979)(13,929)
Debt issuance costs— (396)
Payment of taxes on net settled stock-based awards (6,729)(4,694)
Other financing activities(154)— 
Net cash used in financing activities$(333,182)$(103,914)
Net (decrease) increase in cash, cash equivalents, and restricted cash(26,143)(377)
Cash, cash equivalents, and restricted cash, beginning of period62,401 68,884 
Exchange rate effect on cash and cash equivalents, and restricted cash37 80 
Cash, cash equivalents, and restricted cash, end of period$36,295 $68,587 

7
September 30,
2024		September 30,
2023
Cash and cash equivalents$32,885 $63,522 
Restricted cash3,410 5,065 
Total cash, cash equivalents, and restricted cash$36,295 $68,587 

See notes to condensed consolidated financial statements

8
CLEAR SECURE, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
(dollars in thousands, except for share and per share data, unless otherwise noted)

1. Description of Business and Recent Accounting Developments
Description and Organization

Clear Secure, Inc. (the “Company” and together with its consolidated subsidiaries, “CLEAR,” “we,” “us,” “our”) is a holding company and its principal asset is the controlling equity interest in Alclear Holdings, LLC (“Alclear”). In connection with the Company’s reorganization (the “Reorganization”) completed prior to the completion of its initial public offering (“IPO”), Alclear was formed as a Delaware limited liability company on January 21, 2010 and operates under the terms of the Second Amended and Restated Operating Agreement dated June 7, 2023 (the “Operating Agreement”). As the sole managing member of Alclear, the Company operates and controls all of the business and affairs of Alclear, and through Alclear and its subsidiaries, conducts the Company’s business.

The Company operates a secure identity platform under the brand name CLEAR primarily in the United States. CLEAR's current offerings include: CLEAR Plus, a consumer aviation subscription service, which enables access to predictable and fast experiences through dedicated entry lanes in airport security checkpoints within our nationwide network of 58 airports (as of the date of this filing); TSA PreCheck® Enrollment Provided by CLEAR at 52 airports and 10 Staples locations (as of the date of this filing), which offers consumers increased choice in how and where to sign up for this popular trusted traveler program; CLEAR Mobile at 3 airports (as of the date of this filing), which delivers predictable airport security for travelers by accessing a dedicated lane at airport security, simply by showing a QR code, that is free to CLEAR Plus Members and available to all travelers by purchasing a day pass—valid for 24 hours; CLEAR Verified, our B2B offering, which enables our partners to leverage our digital identity technology and reusable member network to facilitate secure and frictionless experiences digitally and physically via our software development kits and application programming interfaces; and our free flagship CLEAR app, which offers consumer products like Home-to-Gate and includes RESERVE Powered by CLEAR, our virtual queuing technology that enables customers to prebook a spot in airport security line so they don’t have to wait.
2. Basis of Presentation and Summary of Significant Accounting Policies

These condensed consolidated financial statements have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments consisting only of normal recurring adjustments necessary for a fair presentation have been reflected in these condensed consolidated financial statements. Operating results for the interim periods presented are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2024.

The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts that are reported in the condensed consolidated financial statements and accompanying disclosures. Although these estimates are based on management’s best knowledge of current events and actions that the Company may undertake in the future, actual results may differ from those estimates.

These condensed consolidated financial statements and notes thereto should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (the “2023 Form 10-K”).
The condensed consolidated financial statements are presented in US Dollars, which is the Company’s reporting currency.
Recently Adopted Accounting Pronouncements
The Company adopted all applicable standards effective as of December 31, 2023, within these condensed consolidated financial statements. There was no material impact as a result. There are no newly issued standards since December 31, 2023 that are applicable to the Company.

9
CLEAR SECURE, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(dollars in thousands, except for share and per share data, unless otherwise noted)

3. Business Combinations
On September 5, 2023, CLEAR acquired certain assets of Sora ID, Inc., a one-click know your customer (“KYC”) solution which provides technology that is KYC compliant, and is transferable across financial institutions – creating a unique, reusable verification product.

The fair value of the purchase consideration was $5,250 including deferred consideration of $1,500 payable in two tranches at 15 and 30 months after closing. The acquisition was accounted for as a business combination. Of the total purchase consideration, $3,950 was recorded as goodwill and $1,300 as acquired intangible assets on the condensed consolidated balance sheets. The intangible assets acquired relate to customer relationships and developed technology with useful lives of 3 and 5 years, respectively. The Company valued the intangible assets using the multi-period excess earnings method and the relief from royalty method, both under the income approach. The goodwill recognized was deductible for tax purposes.

The Company’s allocation of purchase price was based upon valuations performed to determine the fair value of the net assets as of the acquisition date and was subject to adjustments for up to one year after the closing date of the acquisition to reflect final valuations. This was finalized in the third quarter of 2024.

The Company also entered into an agreement to provide $4,000 of retention bonuses and $9,000 of post-combination remuneration in cash payments and RSUs upon satisfaction of certain post-closing financial metrics and continuing service requirements.

The retention bonuses of $4,000 consisted of (i) cash payments which were made monthly for the six months following the closing date, and (ii) RSUs that vest in various tranches on June 30, 2024 and December 31, 2024, 2025 and 2026. As of September 30, 2024, $813 of the retention bonuses remain unvested. For the post-combination remuneration, the amount of $9,000 consists of two equal tranches of RSUs that will vest upon the achievement of specified operating metrics during the twelve month periods ended December 31, 2024 and December 31, 2025, respectively. As of September 30, 2024, $3,000 of the post-combination remuneration remained unvested. The Company has recorded $296 in compensation expense related to the post-combination remuneration for the nine months ended September 30, 2024. The remaining compensation expenses will be recognized within general and administrative expenses.
4. Revenue
The Company derives substantially all of its revenue from subscriptions to its consumer aviation service, CLEAR Plus. For the three and nine months ended September 30, 2024 and 2023, no individual airport accounted for more than 10% of membership revenue.
Revenue by Geography
For the three and nine months ended September 30, 2024 and 2023, substantially all of the Company’s revenue was generated in the United States.
Contract liabilities and assets
The Company’s deferred revenue balance primarily relates to amounts received from customers for subscriptions paid in advance of the services being provided that will be earned within the next twelve months. The following table presents changes in the deferred revenue balance for the nine months ended September 30, 2024.

10
CLEAR SECURE, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(dollars in thousands, except for share and per share data, unless otherwise noted)
2024
Balance as of January 1$376,253 
Deferral of revenue596,774 
Recognition of deferred revenue(555,949)
Balance as of September 30
$417,078 
The Company has obligations for refunds and other similar items of $3,772 as of September 30, 2024 recorded within accrued liabilities.

During the nine months ended September 30, 2024 and 2023, the Company recognized $350,175 and $257,669, respectively, of revenue which was included in the opening deferred revenue balances.
5. Prepaid Expenses and Other Current Assets
Prepaid expenses and other current assets as of September 30, 2024 and December 31, 2023 consist of the following:
September 30,
2024		December 31,
2023
Prepaid software licenses$12,334 $10,306 
Coronavirus aid, relief, and economic security act retention credit— 1,002 
Prepaid insurance costs2,891 1,946 
Other current assets9,997 8,755 
Total$25,222 $22,009 
The Coronavirus Aid, Relief, and Economic Security Act is intended to provide economic relief resulting from the COVID-19 pandemic which includes, but is not limited to, employment related costs. As of March 31, 2024, the Company no longer expects to receive the remainder of the balance in the next twelve months. As such, the Company recorded a reclass of this balance to Other assets. Refer to Note 11 for the reclassed balance.
6. Fair Value Measurements
The Company values its available-for-sale securities and certain liabilities based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In order to increase consistency and comparability in fair value measurements, a fair value hierarchy that prioritizes observable and unobservable inputs is used to measure fair value into three broad levels, which are described below:
Level 1 –    Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs.
Level 2 –    Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in inactive markets or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated with observable market data.
Level 3 –     Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs.
In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs to the extent possible. In addition, the Company considers counterparty credit risk in its assessment of fair value.
The asset or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs.

11
CLEAR SECURE, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(dollars in thousands, except for share and per share data, unless otherwise noted)
The following is a description of the valuation methodologies used for certain assets and liabilities measured at fair value, which are not considered Level 1 items.
Corporate bonds – Valued at the closing price reported on the active market on which the individual securities, all of which have counterparts with high credit ratings, are traded.
Commercial paper – Value is based on yields currently available on comparable securities of issuers with similar credit ratings.
Money market funds – Valued at the net asset value (“NAV”) of units of a collective fund. The NAV is used as a practical expedient to estimate fair value. This practical expedient is not used when it is determined to be probable that the fund will sell the investment for an amount different than the reported NAV.

The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Company believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.
The contractual maturities of investments classified as marketable securities are as follows:
September 30,
2024		December 31,
2023
Due within 1 year$323,513 $439,155 
Due after 1 year through 2 years188,299 226,042 
Total marketable securities
$511,812 $665,197 
The following table represents the amortized cost, gross unrealized gains and losses, and fair market value of the Company’s marketable securities by significant investment category in addition to their fair value level at September 30, 2024 and December 31, 2023.
As of September 30, 2024
Amortized CostGross Unrealized GainsGross Unrealized LossesFair ValueLevel
Commercial paper$12,534 $14 $— $12,548 2 
U.S. Treasuries182,070 314 (51)182,333 1 
Corporate bonds297,144 1,670 (77)298,737 2 
Money market funds measured at NAV (a)18,194 — — 18,194 N/A
Total marketable securities$509,942 $1,998 $(128)$511,812 
As of December 31, 2023
Amortized CostGross Unrealized GainsGross Unrealized LossesFair ValueLevel
Commercial paper$42,903 $16 $(24)$42,895 2 
U.S. Treasuries324,274 2,896 (257)326,913 1 
Corporate bonds294,540 969 (564)294,945 2 
Money market funds measured at NAV (a)444 — — 444 N/A
Total marketable securities$662,161 $3,881 $(845)$665,197 
(a)Money market funds that were measured at NAV per share (or its equivalent) have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the line items presented in the condensed consolidated balance sheets.

12
CLEAR SECURE, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(dollars in thousands, except for share and per share data, unless otherwise noted)
Of the total marketable securities held at fair value as of September 30, 2024, $86,168 was in a continuous unrealized loss position for 12 months or longer. The Company had no continuous unrealized loss positions in relation to marketable securities as of September 30, 2024 or December 31, 2023 that were as a result of credit deterioration. For the periods presented the Company does not intend to nor will it be required to sell any securities before recovery of their amortized cost bases.

For certain other financial instruments, including accounts receivable, accounts payable, accrued liabilities, as well as other current liabilities, the carrying amounts approximate the fair value of such instruments due to the short maturity of these balances.
7. Property and Equipment, net
Property and equipment as of September 30, 2024 and December 31, 2023 consist of the following:
Depreciation Period in YearsSeptember 30,
2024		December 31,
2023
Internally developed software
3 - 5
$68,553 $62,306 
Acquired software36,441 6,539 
Equipment536,863 33,624 
Leasehold improvements
1 - 15
9,085 9,113 
Furniture and fixtures514,100 12,709 
Construction in progress9,200 8,672 
Total property and equipment, cost144,242 132,963 
Less: accumulated depreciation(86,482)(70,352)
Total property and equipment, net$57,760 $62,611 
Depreciation and amortization expense related to property and equipment for the three months ended September 30, 2024 and 2023 was $5,619 and $4,417, respectively, and $16,347 and $12,933 for the nine months ended September 30, 2024 and 2023, respectively.
During the three and nine months ended September 30, 2024, $1,659 and $5,241 were capitalized in connection with internally developed software inclusive of $205 and $650 of equity-based compensation, respectively. Amortization expense on internally developed software was $3,496 and $2,612 for the three months ended September 30, 2024 and 2023, respectively, and $9,912 and $6,764 for the nine months ended September 30, 2024 and 2023, respectively.
During the three months ended September 30, 2024 and 2023, the Company recognized impairment charges of none. During the nine months ended September 30, 2024 and 2023, the Company recognized impairment charges of none and $2,201, respectively.
Purchases of property and equipment with unpaid costs in accounts payable and accrued liabilities as of September 30, 2024 were $320 and $2,088, respectively, and $1,272 and $188 as of September 30, 2023, respectively.
8. Leases
Cash paid for amounts included in the measurement of operating lease liabilities for the three months ended September 30, 2024 and 2023 was $3,740 and $3,758, respectively, and $11,212 and $8,598 for the nine months ended September 30, 2024 and September 30, 2023, respectively.
During the nine months ended September 30, 2023, the Company entered into a sublease agreement whereby the Company continues to be a lessee under the original operating lease but will act as a sublessor. As a result, during the nine months ended September 30, 2023, the Company recorded $1,506 of impairment to its right of use asset within general and administrative in the condensed consolidated statements of operations. Sublease income is recorded within other income (expense), net within the condensed consolidated statements of operations. The Company had $445 and $444 for the three

13
CLEAR SECURE, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(dollars in thousands, except for share and per share data, unless otherwise noted)
months ended September 30, 2024 and 2023, respectively, and $1,333 and $1,123 sublease income for the nine months ended September 30, 2024 and 2023, respectively.
9. Intangible Assets, net
See below for Intangible assets, net as of September 30, 2024 and December 31, 2023:
Weighted
Average Useful
Life in Years		September 30,
2024		December 31, 2023
Patents20.0$2,518 $3,312 
Acquired intangibles - technology3.05,130 5,130 
Acquired intangibles - customer relationships6.418,370 18,370 
Acquired intangibles - brand names3.4500 500 
Indefinite lived intangible assets311 310 
Total intangible assets, cost26,829 27,622 
Less: accumulated amortization(9,954)(6,797)
Intangible assets, net$16,875 $20,825 
Amortization expense on intangible assets for the three months ended September 30, 2024 and 2023 was $1,351 and $843, respectively and $3,156 and $2,483 for the nine months ended September 30, 2024 and 2023, respectively. The Company did not recognize any impairment charges on intangible assets, net for any periods presented.
10. Restricted Cash
As of September 30, 2024 and December 31, 2023, the Company maintained bank deposits of $3,410 and $4,501, respectively, which were primarily pledged as collateral for long-term letters of credit issued in favor of airports, in connection with the Company’s obligations under revenue share agreements.
11. Other Assets
Other assets consist of the following as of September 30, 2024 and December 31, 2023:
September 30,
2024		December 31,
2023
Security deposits$280 $273 
Loan fees99 198 
Certificates of deposit— 459 
Coronavirus aid, relief, and economic security act retention credit1,002 —
Strategic investment7,000 6,000
Other long-term assets2,611 1,477 
Total$10,992 $8,407 

During the three months ended March 31, 2024, the Company made an incremental strategic investment in equity securities of a privately held company, which the Company previously invested in during three months ended March 31, 2023. As the investment does not have a readily determinable fair value, the Company elected the measurement alternative to record the investment at initial cost less impairments, if any, adjusted for observable changes in fair value for identical or similar investments of the same issuer. Adjustments resulting from these fluctuations are recorded within other income (expense) on the Company’s condensed consolidated statements of operations.

During the three and nine months ended September 30, 2024, there were no fair value adjustments recorded by the Company in relation to its strategic investment.

14
CLEAR SECURE, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(dollars in thousands, except for share and per share data, unless otherwise noted)
12. Accrued Liabilities and Other Long Term Liabilities
Accrued liabilities consist of the following as of September 30, 2024 and December 31, 2023:
September 30,
2024		December 31,
2023
Accrued compensation and benefits$19,374 $18,690 
Accrued partnership liabilities64,868 96,284 
Lease liability6,010 5,727 
Other accrued liabilities39,479 43,314 
Total$129,731 $164,015 
The Company has estimated accrued partnership liabilities related to a portion of merchant credit card benefits that it expects to settle in the second half of the current year.
Other long term liabilities consist of the following as of September 30, 2024 and December 31, 2023:
September 30,
2024		December 31,
2023
Deferred tax liability$1,438 $1,711 
Lease liability117,071 121,655 
Other long term liabilities1,345 370 
Total$119,854 $123,736 
13. Warrants

In January 2023, the Company recognized $1,038 of the remaining expense related to the 534,655 fully vested United Airlines warrants. These warrants were exercised for Class A Common Stock in a cashless exercise with an intrinsic value of $16,136. The existing warrant agreement with United Airlines expired in the first quarter of 2023. In September 2024, the Company’s remaining warrant agreement, which granted warrants that were exercisable for non-voting common units of Alclear (“Alclear Units”), expired.

Based on the probability of vesting, the Company recorded none for both the three months ended September 30, 2024 and 2023, respectively, and none and $623 for the nine months ended September 30, 2024 and 2023, respectively, within general and administrative expense in the condensed consolidated statements of operations.

14. Stockholders’ Equity
Common Stock
The Company has and will issue shares of its common stock as a result of transactions in relation to exchanges and vesting of restricted stock units (“RSUs”).
Treasury Stock
Historically, the Company's treasury stock consisted of forfeited Restricted Stock Awards (“RSAs”) that were legally issued shares held by the Company, and recorded at par value, as well as any shares repurchased under the Company’s share repurchase program that are not retired by the Company’s board of directors (the “Board”). As of September 30, 2024, all RSAs have been either vested or forfeited. The Company’s treasury stock can be utilized to settle equity-based compensation awards issued by the Company and is excluded from the calculation of the non-controlling interest ownership percentage.


15
CLEAR SECURE, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(dollars in thousands, except for share and per share data, unless otherwise noted)
Share Repurchases
During the nine months ended September 30, 2024, the Company repurchased and retired 11,983,612 shares of its Class A Common Stock for $225,160 at an average price of $18.78. As of September 30, 2024, $100,490 remained available under the repurchase authorization.
The Inflation Reduction Act created an excise tax of 1% on the fair market value of net stock repurchases made after December 31, 2022. During the nine months ended September 30, 2024, the Company recorded an accrual of none related to this tax within its condensed consolidated financial statements. Refer to Note 17 for further information regarding the Inflation Reduction Act.
Special and Quarterly Dividends
On August 2, 2023, the Company announced that its Board adopted a dividend policy (the "Dividend Policy") of paying a quarterly cash dividend to holders of Class A Common Stock and Class B Common Stock. The amount of such quarterly dividends is subject to approval of the actual amount by the Board at the time of such dividend declaration. It is expected that the dividends will be funded by proportionate cash distributions by Alclear to all of its members as of the applicable record date, including holders of non-controlling interests in Alclear and the Company. The declaration of cash dividends in the future is subject to final determination each quarter by the Board based on a number of factors, including the Company’s results of operations, cash flows, financial position and capital requirements, as well as general business conditions, legal, tax and regulatory restrictions and other factors the Board deems relevant at the time it determines to declare such dividends.

On February 15, 2024, the Company announced that its Board declared a quarterly dividend of $0.09 per share, payable on March 5, 2024 to holders of record of Class A Common Stock and Class B Common Stock as of the close of business on February 26, 2024. The Company funded the dividend from proportionate cash distributions by Alclear to all of its members as of February 26, 2024, including holders of non-controlling interests in Alclear and the Company.

On March 21, 2024, the Company announced the declaration of a special cash dividend in the amount of $0.32 per share payable on April 8, 2024 to holders of record of the Class A Common Stock and Class B Common Stock as of the close of business on April 1, 2024. The Company funded the payment of the special cash dividend with cash held by the Company following its receipt of a pro rata cash distribution made by Alclear to all of its members, including the Company, together with cash held by the Company following its receipt of tax distributions made by Alclear.

On May 7, 2024, the Company announced that its Board declared a quarterly dividend of $0.10 per share, payable on June 18, 2024 to holders of record of Class A Common Stock and Class B Common Stock as of the close of business on June 10, 2024. The Company funded the dividend from proportionate cash distributions by Alclear to all of its members as of June 10, 2024, including holders of non-controlling interests in Alclear and the Company.

On August 2, 2024, the Company announced that its Board declared a quarterly dividend of $0.10 per share, payable on September 17, 2024 to holders of record of Class A Common Stock and Class B Common Stock as of the close of business on September 10, 2024. The Company funded the dividend from proportionate cash distributions by Alclear to all of its members as of September 10, 2024, including holders of non-controlling interests in Alclear and the Company.

To the extent the quarterly or special dividends exceed the Company's current and accumulated earnings and profits, a portion of such dividends may be deemed a return of capital gain to the holders of our Class A Common Stock or Class B Common Stock, as applicable.

Non-Controlling Interest
The non-controlling interest balance represents the economic interest in Alclear held by our co-founders, Caryn Seidman Becker and Kenneth Cornick (the “Co-Founders”), and members of Alclear. The following table summarizes the ownership of Alclear Units as of September 30, 2024:

16
CLEAR SECURE, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(dollars in thousands, except for share and per share data, unless otherwise noted)
Alclear UnitsOwnership Percentage
Alclear Units held by Alclear post-reorganization members (other than the Co-Founders and Clear Secure, Inc.)19,750,578 14.17 %
Alclear Units held by the Co-Founders25,046,690 17.97 %
Total44,797,268 32.15 %
The non-controlling interest holders have the right to exchange Alclear Units, together with a corresponding number of shares of Class C Common Stock for Class A Common Stock or Class D Common Stock for Class B Common Stock. As such, exchanges by non-controlling interest holders will result in a change in ownership and reduce the amount recorded as non-controlling interest and increase Class A Common Stock or B Common Stock and additional paid-in-capital for the Company. Upon the issuance of shares Class A Common Stock or B Common Stock, the Company issues a proportionate number of Alclear Units in conjunction with the terms of the Reorganization.
During the nine months ended September 30, 2024, certain non-controlling interest holders exchanged their Alclear Units and corresponding shares of Class C Common Stock or Class D Common Stock for shares of the Company's Class A Common Stock or Class B Common Stock, as applicable. As a result, the Company issued 13,264,336 shares of Class A Common Stock, including those issued in connection with the exchanges of Class B Common Stock.
The non-controlling interest ownership percentage declined from 38.51% as of December 31, 2023 to 32.15% as of September 30, 2024. This decrease was primarily attributable to the issuance of shares of Class A Common Stock, due to exchanges noted above.
15. Incentive Plans
2021 Omnibus Incentive Plan
The Clear Secure, Inc 2021 Omnibus Incentive Plan (“2021 Omnibus Incentive Plan”) became effective on June 29, 2021 to provide grants of equity-based awards to the employees, consultants, and directors of the Company and its affiliates.
The 2021 Omnibus Incentive Plan authorized the issuance of up to 20,000,000 shares of Class A Common Stock as of the date of the Reorganization. The 2021 Omnibus Incentive Plan authorized the issuance of shares pursuant to the grant, settlement or exercise of RSUs, RSAs, stock options and other share-based awards. Beginning with the first business day of each calendar year beginning in 2022 through 2031, the number of shares available will increase in an amount up to 5% of the total number of common shares outstanding (assuming exchange and/or conversion of all classes of common shares into Class A Common Stock) as of the last day of the immediately preceding year or a lesser amount approved by the Board or its compensation committee, so long as the total share reserve available for future awards at the time is not more than 12% of common shares outstanding (assuming exchange and/or conversion of all classes of common shares into Class A Common Stock). For fiscal year 2023, the Compensation Committee of the Board approved no increase in the 2021 Omnibus Incentive Plan, which such increase would have been effective on the first business day of 2023.

Restricted Stock Units
RSUs are subject to both service-based and, in some cases, performance-based vesting conditions. RSUs will vest on a specified date, provided the applicable service (generally three years) and, if applicable, when certain performance conditions are probable of satisfaction. The RSUs with performance-based vesting conditions are subject to long-term revenue and cash-basis earnings performance hurdles. The Company determines the fair value of each RSU based on the grant date and records the expense over the vesting period or requisite service period on a straight-line basis and for performance-based vesting awards, whether they are probable or not.

17
CLEAR SECURE, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(dollars in thousands, except for share and per share data, unless otherwise noted)
The following is a summary of activity related to the RSUs associated with compensation arrangements during the nine months ended September 30, 2024:
RSU’sWeighted-
Average
Grant-Date
Fair Value
Unvested balance as of January 1, 20243,897,957 $24.85 
Granted2,287,155 18.67 
Vested(943,353)29.13 
Forfeited(1,341,245)22.81 
Unvested balance as of September 30, 2024
3,900,514 $21.13 
The following is a vesting schedule of the expected vesting period related to the unvested RSUs as of September 30, 2024:
Unvested RSU’s
Expected to vest within 1 year1,541,630 
Expected to vest between 1 to 2 years1,378,685 
Expected to vest between 2 to 3 years980,199 
Unvested balance as of September 30, 2024
3,900,514 
Below is the compensation expense recognized related to the RSUs within the condensed consolidated statements of operations:
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Cost of direct salaries and benefits$97 $229 $377 $445 
Research and development2,467 (3,584)8,431 6,808 
Sales and marketing(594)435 (106)466 
General and administrative3,142 3,368 11,281 9,991 
Total$5,112 $448 $19,983 $17,710 
As of September 30, 2024, estimated unrecognized expense for RSUs that are probable of vesting was $57,230 with such expense to be recognized over a weighted-average period of approximately 2.18 years.

Founder PSUs
During June 2021, the Company established a long-term incentive compensation plan for the Co-Founders, which consists of performance restricted stock-unit awards (the “Founder PSUs”), that will be settled in shares of Class A Common Stock pursuant to the 2021 Omnibus Incentive Plan, subject to the satisfaction of both service and market based vesting conditions.
The grant date fair value for the Founder PSUs was determined by a Monte Carlo simulation and discounted by the risk-free rate on the grant date and an expected volatility of 45%. The Founder PSUs are estimated to vest over a five year period, based on the achievement of specified price hurdles of the Company’s Class A Common Stock. The specified price hurdles of the Company’s Class A Common Stock will be measured on the volume-weighted average price per share for the trailing days during any 180 day period that ends within the applicable measurement period. In June 2021, the Company granted 4,208,617 Founder PSUs at a weighted average grant date fair value of $16.54. The Company records the expense related to these awards within general and administrative in the condensed consolidated statements of operations.
As of September 30, 2024, estimated unrecognized expense for Founder PSUs was $3,046 with such expense to be recognized over a weighted-average period of approximately 0.41 years.

18
CLEAR SECURE, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(dollars in thousands, except for share and per share data, unless otherwise noted)
Below is a summary of total compensation expense recorded in relation to the Company’s incentive plans within the condensed consolidated statements of operations:

Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
RSAs$— $1 $— $10 
RSUs5,112 448 19,983 17,710 
Founder PSUs1,031 3,716 7,055 16,759 
Total$6,143 $4,165 $27,038 $34,479 

Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Cost of direct salaries and benefits$97 $229 $377 $445 
Research and development2,467 (3,583)8,431 $6,813 
Sales and marketing(594)435 (106)466 
General and administrative4,173 7,084 18,336 26,755 
Total$6,143 $4,165 $27,038 $34,479 

16. Net Income per Common Share
Below is the calculation of basic and diluted net income per common share:
Three Months Ended September 30, 2024
Three Months Ended September 30, 2023
Class AClass BClass AClass B
Basic:
Net income attributable to Clear Secure, Inc.$23,243 $224 $15,192 $154 
Weighted-average number of shares outstanding, basic92,702,778 891,582 89,189,192 907,234 
Net income per common share, basic:$0.25 $0.25 $0.17 $0.17 
Diluted:
Net income attributable to Clear Secure, Inc. used to calculate net income per common share, basic$23,243 $224 $15,192 $154 
Add: reallocation of net income to Clear Secure, Inc. to reflect dilutive impact68 (3)29 (1)
Net income attributable to Clear Secure, Inc. used to calculate net income per common share, diluted23,311 220 15,221 153 
Weighted-average number of shares outstanding used to calculate net income per common share, basic92,702,778 891,582 89,189,192 907,234 
Effect of dilutive shares1,576,293 — 779,363 — 
Weighted-average number of shares outstanding, diluted94,279,071 891,582 89,968,555 907,234 
Net income per common share, diluted:$0.25 $0.25 $0.17 $0.17 



19
CLEAR SECURE, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(dollars in thousands, except for share and per share data, unless otherwise noted)
Nine Months Ended September 30, 2024Nine Months Ended September 30, 2023
Class AClass BClass AClass B
Basic:
Net income attributable to Clear Secure, Inc.$65,748 $643 $13,991 $142 
Weighted-average number of shares outstanding, basic92,174,755 901,979 89,436,795 907,234 
Net income per common share, basic:$0.71 $0.71 $0.16 $0.16 
Diluted:
Net income attributable to Clear Secure, Inc. used to calculate net income per common share, basic$65,748 $643 $13,991 $142 
Add: reallocation of net income to Clear Secure, Inc. to reflect dilutive impact132 (6)(21)(2)
Net income attributable to Clear Secure, Inc. used to calculate net income per common share, diluted65,880 637 13,970 140 
Weighted-average number of shares outstanding used to calculate net income per common share, basic92,174,755 901,979 89,436,795 907,234 
Effect of dilutive shares1,089,188 — 1,066,367 — 
Weighted-average number of shares outstanding, diluted93,263,943 901,979 90,503,162 907,234 
Net income per common share, diluted:$0.71 $0.71 $0.15 $0.15 

After evaluating the potential dilutive effect under the if-converted method, the outstanding Alclear Units for the assumed exchange of non-controlling interests were determined to be anti-dilutive and thus were excluded from the computation of diluted earnings per share.

The following tables present potentially dilutive securities excluded from the computations of diluted earnings per share of Class A Common Stock and Class B Common Stock for the three and nine months ended September 30, 2024 and September 30, 2023:
Three and Nine Months Ended September 30, 2024
Class AClass B
Exchangeable Alclear Units19,750,578 25,046,690 
RSU’s460,559 — 
Total20,211,137 25,046,690 

Three and Nine Months Ended September 30, 2023
Class AClass B
Exchangeable Alclear Units34,776,689 25,796,690 
RSU’s592,397 — 
Total35,369,086 25,796,690 

For both the three and nine months ended September 30, 2024, the Company has excluded 4,504,834 potentially dilutive shares from the tables above as they had performance conditions that were not achieved as of the end of the periods above.
17. Income Taxes
As a result of the IPO and Reorganization, the Company became the sole managing member of Alclear, which is treated as a partnership for U.S. federal and most applicable state and local income tax purposes. As a partnership, Alclear is generally not subject to U.S. federal and most state and local income taxes. Any taxable income or loss generated by Alclear is passed through to and included in the taxable income or loss of its members, including us, on a pro rata basis. The Company is subject to federal income taxes in the U.S. and its territories, in addition to state and local income taxes with respect to our

20
CLEAR SECURE, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(dollars in thousands, except for share and per share data, unless otherwise noted)
allocable share of any taxable income or loss of Alclear, as well as any stand-alone income or loss generated by the Company. The Company is also subject to income taxes in Israel, Argentina, and Mexico.

The Company reported a tax expense of $4,751 on a pretax income of $42,775 for the three months ended September 30, 2024 as compared to a tax expense of $754 on a pretax income of $27,617 for the three months ended September 30, 2023. This resulted in an effective tax rate of 11.1% for the three months ended September 30, 2024 as compared to 2.7% for the three months ended September 30, 2023. The Company reported a tax expense of $7,125 on a pretax income of $115,828 for the nine months ended September 30, 2024, as compared to a tax expense of $846 on a pretax income of $27,470 for the nine months ended September 30, 2023. This resulted in an effective tax rate of 6.2% for the nine months ended September 30, 2024 as compared to 3.1% for the nine months ended September 30, 2023. The Company's effective tax rate differs from the statutory rate primarily due to the following: (1) the impact of Alclear being a partnership and allocating its taxable results to its non-controlling members, (2) movement in valuation allowance, and (3) the impact of U.S. federal and state taxes in excess of applicable tax attributes (e.g., net operating losses and general business tax credits). The Company paid $1,788 and $4,538, respectively, in estimated income taxes for the three and nine months ended September 30, 2024, respectively.

The Company is subject to income taxes in the U.S. and its territories, Israel, Argentina, and Mexico. The statute of limitations for adjustments to our historic tax obligations will vary from jurisdiction to jurisdiction. The tax years for U.S. federal and state income tax purposes open for examination are for the years ending December 31, 2018 and forward. The tax years for foreign jurisdictions open for examination are for the years ending December 31, 2019 and forward.     

Recent U.S. Tax Legislation

On August 16, 2022, President Biden signed into law the Inflation Reduction Act. The Inflation Reduction Act creates a 15% corporate alternative minimum tax on profit of corporations whose average annual adjusted financial statement income for any consecutive three-tax-year period preceding the tax year exceeds $1 billion and is effective for tax years beginning after December 31, 2022. This provision did not have a material impact on the condensed consolidated financial statements for the nine months ended September 30, 2024. Additionally, the Inflation Reduction Act creates an excise tax of 1% on the fair market value of net stock repurchases made after December 31, 2022. During the nine months ended September 30, 2024, the Company repurchased 11,983,612 shares of its Class A Common Stock. However, the Company did not record an excise tax as of September 30, 2024 because stock issuances were in excess of repurchases.
Tax Receivable Agreement
As stated in Note 1, in connection with the IPO, the Company entered into the TRA, which generally provides for payment by the Company to the remaining members of Alclear of 85% of the net cash savings, if any, in U.S. federal, state and local income tax and franchise tax that Clear Secure, Inc. actually realizes or is deemed to realize as a result of (i) any increase in tax basis in Alclear’s assets resulting from (a) exchanges by Alclear members (or their transferees or other assignees) of Alclear Units (along with the corresponding shares of our Class C Common Stock or Class D Common Stock, as applicable) for shares of the Company’s Class A Common Stock or Class B Common Stock, as applicable, and purchases of Alclear Units and corresponding shares of Class C Common Stock or Class D Common Stock, as the case may be, from the Alclear members (or their transferees or other assignees) or (b) payments under the TRA, and (ii) tax benefits related to imputed interest deemed arising as a result of payments made under the TRA. The Company will retain the benefit of the remaining 15% of these net cash savings.
The TRA liability is calculated by determining the tax basis subject to TRA (“tax basis”) and applying a blended tax rate to the basis differences and calculating the iterative impact. The blended tax rate consists of the U.S. federal income tax rate and an assumed combined state and local income tax rate driven by the apportionment factors applicable to each state. Subsequent changes to the measurement of the TRA liability are recognized in the condensed consolidated statements of operations as a component of other income (expense), net.
The Company expects to obtain an increase in the share of the tax basis of its share of the assets of Alclear when Alclear Units are redeemed or exchanged by Alclear Members and other qualifying transactions. This increase in tax basis may have the effect of reducing the amounts that the Company would otherwise pay in the future to various tax authorities. The

21
CLEAR SECURE, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(dollars in thousands, except for share and per share data, unless otherwise noted)
increase in tax basis may also decrease gains (or increase losses) on future dispositions of certain capital assets to the extent tax basis is allocated to those capital assets.

During the nine months ended September 30, 2024, the Company issued 13,234,336 shares of Class A Common Stock to certain non-controlling interest holders who exchanged their Alclear Units. Refer to Note 14 for further details. These exchanges resulted in a tax basis increase subject to the provisions of the TRA. The recognition of the Company’s liability under the tax receivable agreement mirrors the recognition related to its deferred tax assets. As of September 30, 2024, the Company has not recognized the deferred tax asset for the step-up in tax basis, as the asset is not more-likely-than-not to be realized. Additionally, as of September 30, 2024, the Company has determined the TRA liability is not probable and therefore has not recorded a tax receivable liability that, if recorded, would be approximately $162,125.

Tax Distributions

The members of Alclear, including Clear Secure, Inc., incur U.S. federal, state and local income taxes on their share of any taxable income of Alclear. The Operating Agreement provides for pro rata cash distributions (“tax distributions”) to the holders of the Alclear Units in an amount generally calculated to provide each member of Alclear with sufficient cash to cover its tax liability in respect of the taxable income of Alclear allocable to them. In general, these tax distributions are computed based on Alclear’s estimated taxable income, multiplied by an assumed tax rate as set forth in the Operating Agreement.

For the nine months ended September 30, 2024, Alclear paid tax distributions totaling $24,979 to holders of Alclear Units other than the Company, and recorded a liability of $15,379 to holders of Alclear Units other than other than the Company.

18. Commitments and Contingencies
Litigation
From time to time, the Company is involved in various legal proceedings arising in the ordinary course of business. The Company records a liability when it believes that it is probable that a loss will be incurred and the amount of loss or range of loss can be reasonably estimated. Based on the currently available information, the Company does not believe that there are claims or legal proceedings that would have a material adverse effect on the business, or the condensed consolidated financial statements of the Company.
Commitments other than leases
The Company is subject to minimum spend commitments of $16,225 over the next three years under certain service arrangements.
In conjunction with the Company’s revenue share agreements with the airports, certain agreements contain minimum annual contracted fees. These future minimum payments are as follows as of September 30, 2024:
2024$8,309 
202528,705 
202614,169 
202710,507 
20288,103 
Thereafter1,230 
Total$71,023 
The Company has commitments for future marketing expenditures to sports stadiums of $5,301 through 2027. For the three months ended September 30, 2024 and 2023, marketing expenses related to sports stadiums were $1,123 and $1,310,

22
CLEAR SECURE, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(dollars in thousands, except for share and per share data, unless otherwise noted)
respectively. For the nine months ended September 30, 2024 and 2023 marketing expenses related to sports stadiums were $3,539 and $3,970, respectively.
19. Related Party Transactions
As of September 30, 2024, and December 31, 2023, the Company had total payables to certain related parties of $3,974 and $3,508, respectively.
In connection with certain related parties, for the three months ended September 30, 2024 and 2023, the Company recorded $3,785 and $3,523, respectively, in cost of revenue share fee within the condensed consolidated statements of operations. For the nine months ended September 30, 2024 and 2023, the Company recorded expense of $9,738 and $9,188, respectively, within the condensed consolidated statements of operations.
In July 2024, a related party exchanged 4,000,000 of their Alclear Units and corresponding shares of Class C Common Stock for shares of the Company’s Class A Common Stock, and the Company repurchased and retired the shares of Class A Common Stock.

Refer to Note 17 for information regarding the TRA liability. Refer to Note 13 regarding transactions between certain related parties with regards to warrants.
20. Employee Benefit Plan
The Company has a 401(k) retirement, savings and investment plan (the “401(k) Plan”). Participants make contributions to the 401(k) Plan in varying amounts, up to the maximum limits allowable under the Internal Revenue Code. For the three months ended September 30, 2024 and 2023, the Company recorded expense of $317 and $422, respectively, within the condensed consolidated statements of operations. For the nine months ended September 30, 2024 and 2023, the Company recorded expense of $1,665 and $1,817, respectively, within the condensed consolidated statements of operations.
21. Debt
In March 2020, the Company entered into a credit agreement for a three-year $50,000 revolving credit facility, with a group of lenders. In April 2021, the Company entered into Amendment No. 1 to the Credit Agreement that increased the commitments under the revolving credit facility to $100,000, which extended the maturity date to March 31, 2024. The revolving credit facility includes a letter of credit sub-facility. In June 2023, the Company entered into Amendment No. 2 to the Credit Agreement to transition from London Interbank Offered Rate to the Secured Overnight Financing Rate ("SOFR") as our benchmark interest rate and to extend the maturity date to June 28, 2026. The line of credit has not been drawn against as of September 30, 2024. Prepaid loan fees related to this facility are capitalized and amortized over the remaining term of the credit agreement. The balance expected to be amortized within twelve months from the balance sheet date is presented within Prepaid and other current assets on the condensed consolidated balance sheets, while the long term portion is presented within Other assets in the condensed consolidated balance sheets.

The Company incurred $396 of debt issuance costs in connection to Amendment No.2 to the Credit Agreement. As of September 30, 2024 and December 31, 2023, the balance of these loan fees was $231 and $419, respectively.
The Credit Agreement contains customary terms and conditions, including limitations on consolidations, mergers, indebtedness, and certain payments, as well as a financial covenant relating to leverage. Borrowings under the Credit Agreement generally will bear a floating interest rate per year and will also include interest based on the greater of the prime rate, SOFR, or New York Federal Reserve Bank (NYFRB) rate, plus an applicable margin for specific interest periods.

As of September 30, 2024, the Company had a remaining borrowing capacity of $67,794, net of standby letters of credit, and had no outstanding debt obligations.

23
CLEAR SECURE, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)
(dollars in thousands, except for share and per share data, unless otherwise noted)
In addition, the Credit Agreement contains certain other covenants (none of which relate to financial condition), events of default and other customary provisions. As of September 30, 2024, the Company was in compliance with all of the financial and non-financial covenants of the Credit Agreement.
22. Subsequent Events

Quarterly Dividend

On October 31, 2024, the Company announced that its Board declared a quarterly dividend of $0.125 per share, payable on December 17, 2024 to holders of record of Class A Common Stock and Class B Common Stock as of the close of business on December 10, 2024 (the “Record Date”). The Company will fund the dividend from proportionate cash distributions by Alclear to all of its members as of the Record Date, including holders of non-controlling interests in Alclear and the Company.

To the extent the quarterly dividend exceeds the Company's current and accumulated earnings and profits, a portion of such dividend may be deemed a return of capital gain to the holders of our Class A Common Stock or Class B Common Stock, as applicable.


24
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to help readers understand our results of operations, financial condition and cash flows and should be read in conjunction with the audited consolidated financial statements and the related notes included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (“Annual Report on Form 10-K”). This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those discussed below.

For purposes of this MD&A, the term “we” and other forms thereof refer to Clear Secure, Inc. and its subsidiaries (collectively, the “Company”), which includes Alclear Holdings, LLC (“Alclear”).
Forward-Looking Statements

This quarterly report includes certain forward-looking statements within the meaning of the federal securities laws regarding, among other things, our or management’s intentions, plans, beliefs, expectations or predictions of future events, which are considered forward-looking statements. You should not place undue reliance on those statements because they are subject to numerous uncertainties and factors relating to our operations and business environment, all of which are difficult to predict and many of which are beyond our control. Forward-looking statements include information concerning our possible or assumed future results of operations, including descriptions of our business strategy. These statements often include words such as “may,” “will,” “should,” “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” or similar expressions. These statements are based upon assumptions that we have made in light of our experience in the industry, as well as our perceptions of historical trends, current conditions, expected future developments and other factors that we believe are appropriate under the circumstances. As you read this quarterly report, you should understand that these statements are not guarantees of performance or results. They involve known and unknown risks, uncertainties and assumptions, including those described under the heading “Risk Factors” in our Annual Report on Form 10-K. Although we believe that these forward-looking statements are based upon reasonable assumptions, you should be aware that many factors, including those described under the heading “Risk Factors” in our Annual Report on Form 10-K, could affect our actual financial results or results of operations and could cause actual results to differ materially from those in the forward-looking statements.

Our forward-looking statements made herein are made only as of the date of this quarterly report. We expressly disclaim any intent, obligation or undertaking to update or revise any forward-looking statements made herein to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any such statements are based. All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements contained in this quarterly report.

Overview

CLEAR is an identity company making experiences safer and easier digitally and physically. We make everyday experiences frictionless by connecting your identity to all the things that make you, YOU - transforming the way you live, work, and travel. CLEAR has been delivering secure, friction-free experiences in airports for over 14 years, achieving exceptional user delight and trust with CLEAR Plus, our consumer aviation subscription service. CLEAR Plus enables access to predictable and fast experiences through dedicated entry lanes in airport security checkpoints nationwide. As we continue to innovate on the travel experience, we are proud to offer TSA PreCheck® Enrollment Provided by CLEAR – offering consumers increased choice in how and where to sign up for this popular trusted traveler program. CLEAR Mobile, which delivers predictable airport security for travelers by accessing a dedicated lane at airport security, simply by showing a QR code, that is free to CLEAR Plus Members and available to all travelers by purchasing a day pass—valid for 24 hours. Our free flagship CLEAR app offers consumer products like Home-to-Gate, which includes RESERVE Powered by CLEAR, our virtual queuing technology that enables customers to prebook a spot in the airport security line so they don’t have to wait; CLEAR Verified, our B2B offering, enables our partners to leverage our digital identity technology and reusable member network to facilitate secure and frictionless experiences digitally and physically via our software development kits and application programming interfaces.
Key Factors Affecting Performance
We believe that our current and future financial growth are dependent upon many factors, including the key factors affecting performance described below.
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Ability to Grow Total Cumulative Enrollments
We are focused on growing Total Cumulative Enrollments and the number of Members that engage with our platform. Our operating results and growth opportunities depend, in part, on our ability to attract new Members, including paying Members (CLEAR Plus Members) as well as new platform Members. We rely on multiple channels to attract new CLEAR Plus Members, including in-airport (our largest channel) which in turn is dependent on the ongoing ability of our Ambassadors to successfully engage with the traveling public. We also rely on numerous digital channels such as paid search and partnerships. We also entered into strategic distribution partnerships with partners such as Delta Air Lines, United Airlines, Alaska Airlines, Hawaiian Airlines and American Express that promote our services to their customers on a discounted or subsidized basis which allows us to efficiently scale membership in CLEAR Plus. In March 2024 we renewed our partnership with American Express for the first of two one year renewal terms. In many cases, we offer limited time free trials to new Members who may convert to paying Members upon the completion of their trial. Our future success is dependent on those channels continuing to drive new Members and our ability to convert free trial Members into paying Members.
We believe we will see an acceleration of Total Cumulative Platform Uses relative to Total Cumulative Enrollments over time as our Members use our products across multiple locations and use cases. We believe this dynamic will grow the long-term economic value of our platform by increasing total engagement, expanding our margins and maximizing our revenue. Our future success is dependent upon maintaining and growing our partnerships as well as ensuring our platform remains compelling to Members.
Although we have historically grown the number of new Members over time and successfully converted some free trial Members to paying Members, our future success is dependent upon our ongoing ability to do so.
Ability to retain CLEAR Plus Members
Our ability to execute on our growth strategy is focused, in part, on our ability to retain our existing CLEAR Plus Members. Frequency and recency of usage are the leading indicators of retention, and we must continue to provide frictionless and predictable experiences that our Members will use in their daily lives. We are subject to various factors which may be out of our control and may impact our Member experience, such as checkpoint staffing generally, checkpoint queue configurations and Registered Traveler policies adopted by TSA. For example, the TSA employs varied randomization as part of their normal security processes. If the TSA materially increases randomized reverification rates for CLEAR Plus Members at the checkpoint or makes other adjustments to checkpoint processes, it may negatively impact the Lane experience and therefore may impact our ability to retain CLEAR Plus Members.
The value of the CLEAR platform to our Members increases as we add more use cases and partnerships, which in turn drives more frequent usage and increases retention. Historically, CLEAR Plus Members who used CLEAR in both aviation and non-aviation venues renewed at rates materially above those who used CLEAR only in aviation. We cannot be sure that we will be successful in retaining our Members due to any number of factors such as our inability to successfully implement a new product, adoption of our technology, harm to our brand or other factors.
Ability to add new partners, retain existing partners and generate new revenue streams
Our partners include local airport authorities, airlines and other businesses. Our future success depends on maintaining those relationships, adding new relationships and maintaining favorable business terms. In addition, our growth strategy relies on creating new revenue streams such as per partner, per Member or per use transaction fees. Although we believe our service provides significant value to our partners, our success depends on creating mutually beneficial partnership agreements. We are focused on innovating both our product and our platform to improve our Members’ experience, improve safety and security and introduce new use cases. We intend to accelerate our pace of innovation to add more features and use cases, to ultimately deliver greater value to our Members and partners. In the near term, we believe that growing our Member base facilitates our ability to add new partnerships and provide additional offerings, which we expect will lead to revenue generation opportunities in the long term.
Timing of new partner, product and location launches
Our financial performance is dependent in part on new partner, product and location launches. In many cases, we cannot predict the exact timing of those launches. Delays, resulting either from internal or external factors, may have a material effect on our financial results.

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Timing of expenses; Discretionary investments

Although many of our expenses occur in a predictable fashion, certain expenses may fluctuate from period to period due to timing.
In addition, management may make discretionary investments when it sees an opportunity to accelerate growth, add a new partner or acquire talent, among other reasons. This may lead to volatility or unpredictability in our expense base and in our profitability.
Maintaining strong unit economics
Our business model is powered by network effects and has historically been characterized by efficient Member acquisition and high Member retention rates. While we believe our unit economics will remain attractive, this is dependent on our ability to add new Members efficiently and maintain our historically strong retention rates. As we grow our market penetration, the cost to acquire new Members could increase and the experience we deliver to Members could degrade, causing lower retention rates. For our definitions of “Lifetime Value” and “Customer Acquisition Cost” and information about how we calculate these metrics, see the section titled “Business—Our Member Acquisition and Retention Strategy” in our Annual Report on Form 10-K.
Changes to the macro environment
Our business is dependent on macroeconomic and other events outside of our control, such as decreased levels of travel or attendance at events, terrorism, civil unrest, political instability, union and other transit related strikes and other general economic conditions. We are also subject to changes in discretionary consumer spending.
Taxation and Expenses
After the consummation of our IPO, we became subject to U.S. federal, state and local income taxes with respect to our allocable share of any taxable income of Alclear and will be taxed at the prevailing corporate tax rates. Alclear is treated as flow-through entity for U.S. federal income tax purposes, and as such, has generally not been subject to U.S. federal income tax at the entity level. Accordingly, the historical results of operations and other financial information set forth in the Annual Report on Form 10-K do not include any material provisions for U.S. federal income tax for the periods prior to our IPO.
In addition to tax expense, we incur expenses related to our operations, plus payments under the tax receivable agreement (“TRA”) described below, which we expect to be significant. We intend to cause Alclear to make distributions in an amount sufficient to allow us to pay our tax obligations and operating expenses, including distributions to fund any ordinary course payments under the TRA.
Following our IPO, we have and we expect to continue to incur increased amounts of compensation expense, including related to equity awards granted under the 2021 Omnibus Incentive Plan to both existing employees and newly-hired employees, and grants in connection with new hires could be significant. In addition, as a new public company, we are implementing additional procedures and processes for the purpose of addressing the standards and requirements applicable to public companies. We expect to incur additional expenses related to these steps and, among other things, additional directors’ and officers’ liability insurance, director fees, reporting requirements of the SEC, transfer agent fees, hiring additional accounting, legal and administrative personnel, increased auditing and legal fees and similar expenses.
Tax Receivable Agreement
In connection with the IPO we entered into the TRA with the Alclear Members that provides for the payment by us to the Alclear Members of 85% of the amount of cash savings, if any, in U.S. federal, state and local income tax or franchise tax that we actually realize (computed using simplifying assumptions to address the impact of state and local taxes) as a result of (i) any increase in tax basis in Alclear’s assets resulting from (a) exchanges by the Alclear Members (or their transferees or other assignees) of Alclear Units (along with the corresponding shares of our Class C Common Stock or Class D Common Stock, as applicable) for shares of our Class A common stock, $0.00001 par value per share (“Class A Common Stock”) or Class B common stock, $0.00001 par value per share (“Class B Common Stock”) as applicable, and purchases of Alclear Units and corresponding shares of Class C common stock, par value $0.00001 per share (“Class C Common Stock”) or Class D common stock, $0.00001 par value per share (“Class D Common Stock” and, together with the Class A Common Stock, Class B Common Stock and Class C Common Stock, collectively, “Common Stock”), as the case may be, from Alclear Members (or
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their transferees or other assignees) or (b) payments under the TRA, and (ii) tax benefits related to imputed interest deemed arising as a result of payments made under the TRA.
The actual increase in tax basis, as well as the amount and timing of any payments under these agreements, varies depending upon a number of factors, including the timing of exchanges by or purchases from the Alclear Members, the price of our Class A Common Stock at the time of the exchange, the extent to which such exchanges are taxable, the amount and timing of the taxable income we generate in the future and the tax rate then applicable and the portion of our payments under the TRA constituting imputed interest.
During the three and nine months ended September 30, 2024, the Company recognized certain exchanges. As of September 30, 2024, the Company did not record a TRA liability as a result of these exchanges.
Key Performance Indicators
To evaluate performance of the business, we utilize a variety of other non-GAAP financial reporting and performance measures. These key measures include Total Bookings, Total Cumulative Enrollments, Total Cumulative Platform Uses, Annual CLEAR Plus Net Member Retention, Annual CLEAR Plus Gross Dollar Retention, Active CLEAR Plus Members, and Annual CLEAR Plus Member Usage.

Total Bookings
Total Bookings represent our total revenue plus the change in deferred revenue during the period. Total Bookings in any particular period reflect sales to new and renewing CLEAR Plus subscribers plus any accrued billings to partners. Management believes that Total Bookings is an important measure of the current health and growth of the business and views it as a leading indicator.

                                 Three Months Ended September 30,                             Nine Months Ended September 30,
20242023$ Change% Change20242023$ Change% Change
Total Bookings (in millions)$227.5 $191.7 $35.8 19 %$605.0 $516.5 $88.5 17 %
Total Bookings increased by $35.8 million, or 19%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. The increase was primarily driven by new Member enrollments and pricing increases.
Total Bookings increased by $88.5 million, or 17%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The increase was primarily driven by new Member enrollments and pricing increases.
Total Cumulative Enrollments
We define Total Cumulative Enrollments as the number of enrollments since inception as of the end of the period. An Enrollment is defined as any Member who has registered for the CLEAR platform since inception and has a profile (including limited time free trials regardless of conversion to paid membership) net of duplicate and/or purged accounts. This includes CLEAR Plus Members who have completed enrollment with CLEAR and have ever activated a payment method, plus associated family accounts. Management views this metric as an important tool to analyze the efficacy of our growth and marketing initiatives as new Members are potentially a current and leading indicator of revenues.
As of September 30,
20242023Change% Change
Total Cumulative Enrollments (in thousands)26,45318,5947,85942%
Total Cumulative Enrollments were 26,453 as of September 30, 2024 and 18,594 as of September 30, 2023, which represented a 42% increase. The year-over-year increase was driven by CLEAR Verified and CLEAR Plus enrollments.
Total Cumulative Platform Uses
We define Total Cumulative Platform Uses as the number of individual engagements across CLEAR use cases, including CLEAR Plus, our flagship app and CLEAR Verified, since inception as of the end of the period. Management views this metric as an important tool to analyze the level of engagement of our Member base which can be a leading indicator of future growth, retention and revenue.
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As of September 30,
20242023Change% Change
Total Cumulative Platform Uses (in thousands)220,413167,41752,99632%
Total Cumulative Platform Uses was 220,413 as of September 30, 2024 and 167,417 as of September 30, 2023, which represented a 32% increase, driven by CLEAR Plus verifications combined with increased contributions from CLEAR Verified uses.

Active CLEAR Plus Members
We define Active CLEAR Plus Members as the number of members with an active CLEAR Plus subscription as of the end of the period. This includes CLEAR Plus members who have an activated payment method, plus associated family accounts and is inclusive of members who are in a limited time free trial or in a billing grace period after a billing failure during which time we attempt to collect payment; we exclude duplicate and/or purged accounts. Management views this as an important tool to measure the growth of its CLEAR Plus product.
As of September 30,
20242023% Change
Active CLEAR Plus Members7,150 6,374 12 %
Annual CLEAR Plus Gross Dollar Retention
We define Annual CLEAR Plus Gross Dollar Retention as the net bookings collected from a Fixed Cohort of Members during the Current Period as a percentage of the net bookings collected from the same Fixed Cohort during the Prior Period. The Current Period is the 12-month period ending on the reporting date, the Prior Period is the 12-month period ending on the reporting date one year earlier. The Fixed Cohort is defined as all Active CLEAR Plus Members as of the last day of the Prior Period who have activated a payment method for our in-airport CLEAR Plus service, including their registered family plan Members. Bookings received from a third party as part of a partnership agreement are excluded from both periods. Active CLEAR Plus Members, including those on a free or discounted plan, or who receive a full statement credit, only impact Annual CLEAR Plus Gross Dollar Retention to the extent that they are paying anything out-of-pocket on behalf of themselves or a registered family plan Member. Management views this metric to be reflective of our business objective of optimizing revenue and less dependent upon the underlying growth rate of the total membership base.
As of September 30,
20242023% Change
Annual CLEAR Plus Gross Dollar Retention89.0%88.0%1.0%
Annual CLEAR Plus Gross Dollar Retention was 89.0% as of September 30, 2024 and 88.0% as of September 30, 2023, a year-over-year increase of 100 basis points. The year-over-year change was driven by pricing increases offset in part by modest decreases in Member retention.
Annual CLEAR Plus Net Member Retention
We define Annual CLEAR Plus Net Member Retention as one minus the CLEAR Plus net Member churn on a rolling 12 month basis. We define “CLEAR Plus net Member churn” as total cancellations net of winbacks in the trailing 12 month period divided by the average Active CLEAR Plus Members as of the beginning of each month within the same 12 month period. Winbacks are defined as reactivated Members who have been cancelled for at least 60 days. Management views this metric as an important tool to analyze the level of engagement of our Member base, which can be a leading indicator of future growth and revenue, as well as an indicator of customer satisfaction and long term business economics.
As of September 30,
20242023% Change
Annual CLEAR Plus Net Member Retention81.5%88.5%(7.0%)
Annual CLEAR Plus Net Member Retention was 81.5% as of September 30, 2024 and 88.5% as of September 30, 2023, a year-over year decrease of 700 basis points. The decrease was primarily driven by a larger pool of Members up for renewal year-over-year, a normalization of winbacks and the modest impact of various pricing increases.

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Active CLEAR Plus Members was 7,150 as of September 30, 2024 and 6,374 as of September 30, 2023, which represented a 12% increase, driven by new Members added through new and existing airports as well as partner and organic channels.

Annual CLEAR Plus Member Usage
We define Annual CLEAR Plus Member Usage as the total number of unique CLEAR Plus airport verifications in the 365 days prior to the end of the period divided by active CLEAR Plus Members as of the end of the period who have been enrolled for at least 365 days. The numerator includes only verifications of the population in the denominator. Management views this as an important tool to analyze the level of engagement of our active CLEAR Plus Member base.
As of September 30,
20242023% Change
Annual CLEAR Plus Member Usage7.1xx8.5x(16 %)

Annual Usage was 7.1x as of September 30, 2024 and 8.5x as of September 30, 2023, which represented a 16% decrease.

Non-GAAP Financial Measures

In addition to our results as determined in accordance with GAAP, we disclose Adjusted EBITDA, Adjusted EBITDA Margin, Free Cash Flow, Adjusted Net Income and Adjusted Net Income per Common Share, Basic and Diluted as non-GAAP financial measures that management believes provide useful information to investors. These measures are not financial measures calculated in accordance with GAAP and should not be considered as a substitute for net income, net cash provided by (used in) operating activities or any other operating performance measure calculated in accordance with GAAP, and may not be comparable to a similarly titled measure reported by other companies. Our Non-GAAP financial measures are expressed in thousands.

We periodically reassess the components of our Non-GAAP adjustments for changes in how we evaluate our performance and changes in how we make financial and operational decisions to ensure the adjustments remain relevant and meaningful.

Adjusted EBITDA and Adjusted EBITDA Margin
We define Adjusted EBITDA as net income adjusted for income taxes, interest (income) expense net, depreciation and amortization, impairment and losses on asset disposals, equity-based compensation expense, mark to market of warrant liabilities, net other income (expense) excluding sublease rental income, acquisition-related costs and changes in fair value of contingent consideration. Adjusted EBITDA is an important financial measure used by management and our board of directors (“Board”) to evaluate business performance. We believe Adjusted EBITDA assists investors in evaluating the performance of the Company’s core operations by excluding certain items that impact the comparability of results from period to period. During the third quarter of fiscal year 2022, we revised our definition of Adjusted EBITDA to exclude sublease rental income from our other income (expense) adjustment. During the fourth quarter of fiscal year 2022, we revised our definition of Adjusted EBITDA to include impairment on assets as a separate component. We did not revise prior years' Adjusted EBITDA because there was no impact of a similar nature in the prior period that affects comparability. Adjusted EBITDA margin is adjusted EBITDA, divided by total revenues.

Adjusted Net Income

We define Adjusted Net Income as net income attributable to Clear Secure, Inc. adjusted for the net income attributable to non-controlling interests, equity-based compensation expense, amortization of acquired intangible assets, acquisition-related costs, changes in fair value of contingent consideration and the income tax effect of these adjustments, using an effective tax rate. We believe these adjustments assist investors in evaluating the performance of the Company’s core operations assuming the exchange of all vested and outstanding common units in Alclear. In addition, this measure, while not necessarily calculated in the same way as similarly titled measures used by other companies, facilitates comparisons with other companies that have different organizational and tax structures. Adjusted Net Income is used in the calculation of Adjusted Net Income per Common Share as defined below.
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Adjusted Net Income per Common Share

We compute Adjusted Net Income per Common Share, Basic as Adjusted Net Income divided by Adjusted Weighted-Average Shares Outstanding for our Class A Common Stock, Class B Common Stock, Class C Common Stock and Class D Common Stock assuming the exchange of all vested and outstanding common units in Alclear at the end of each period presented. We do not present Adjusted Net Income per Common Share for shares of our Class B Common Stock although they are participating securities based on the assumed conversion of those shares to our Class A Common Stock. We do not present Adjusted Net Income per Common Share on a dilutive basis for periods where we have Adjusted Net Income since we do not assume the conversion of any potentially dilutive equity instruments as the result would be anti-dilutive. In periods where we have Adjusted Net Income, the Company also calculates Adjusted Net Income per Common Share, Diluted based on the effect of potentially dilutive equity instruments for the periods presented using the treasury stock/if-converted method, as applicable.

Adjusted Net Income and Adjusted Net Income per Common Share exclude, to the extent applicable, the tax effected impact of non-cash expenses and other items that are not directly related to our core operations. These items are excluded because they are connected to the Company’s long term growth plan and not intended to increase short term revenue in a specific period. We believe these adjustments assist investors in evaluating the performance of the Company’s core operations assuming the exchange of all vested and outstanding common units in Alclear. Further, to the extent that other companies use similar methods in calculating non-GAAP measures, the provision of supplemental non-GAAP information can allow for a comparison of the Company’s relative performance against other companies that also report non-GAAP operating results.

Free Cash Flow

We define Free Cash Flow as net cash provided by operating activities adjusted for purchases of property and equipment. We believe Free Cash Flow provides useful information to management and investors about the Company’s liquidity and cash flow trends. With regards to our CLEAR Plus subscription service, we generally collect cash from our members upfront for annual subscriptions. As a result, when the business is growing Free Cash Flow can be a real time indicator of the current trajectory of the business.
See below for reconciliations of these non-GAAP financial measures to their most comparable GAAP measures.

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Reconciliation of Net Income to Adjusted EBITDA
Three Months Ended September 30,Nine Months Ended September 30,
(In thousands)2024202320242023
Net income $38,024 $26,863 $108,703 $26,624 
Income tax expense4,751 754 7,125 846 
Interest income, net(7,252)(7,677)(25,424)(21,463)
Other income (expense), net9 (217)42 (444)
Depreciation and amortization6,970 5,260 19,503 15,416 
Impairment on assets— — — 3,707 
Equity-based compensation expense6,143 4,165 27,038 35,102 
Acquisition related costs— 457 — 457 
Adjusted EBITDA$48,645 $29,605 $136,987 $60,245 
Revenue$198,424 $160,387 $564,218 $442,614 
Net income Margin19 %17 %19 %6 %
Adjusted EBITDA Margin25 %18 %24 %14 %
Reconciliation of Net Income to Adjusted Net Income
Three Months Ended September 30,Nine Months Ended September 30,
(In thousands)2024202320242023
Net income attributable to Clear Secure, Inc.$23,465 $15,346 $66,390 $14,133 
Reallocation of net income attributable to non-controlling interests14,559 11,517 42,313 12,491 
Net income38,024 26,863 108,703 26,624 
Equity-based compensation expense6,143 4,165 27,038 35,102 
Amortization of acquired intangibles1,319 790 3,061 2,370 
Acquisition related costs— 457 — 457 
Income tax effect(3,027)(806)(4,978)(1,456)
Adjusted Net Income$42,459 $31,469 $133,824 $63,097 

Calculation of Adjusted Weighted-Average Shares Outstanding Basic and Diluted
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Weighted-average number of shares outstanding, basic for Class A Common Stock92,702,778 89,189,192 92,174,755 89,436,795 
Adjustments
Assumed weighted-average conversion of issued and outstanding Class B Common Stock891,582 907,234 901,979 907,234 
Assumed weighted-average conversion of issued and outstanding Class C Common Stock21,028,029 35,733,766 25,940,516 36,255,012 
Assumed weighted-average conversion of issued and outstanding Class D Common Stock25,672,571 25,796,690 25,755,015 25,796,690 
Adjusted Weighted-Average Number of Shares Outstanding, Basic140,294,960 151,626,882 144,772,265 152,395,731 
Weighted-average impact of unvested RSAs— 9,489 — 50,372 
Weighted-average impact of unvested RSUs1,576,293 769,874 1,076,493 1,015,995 
Weighted-average impact of unvested performance based RSUs— — 12,695 — 
Total incremental shares1,576,293 779,363 1,089,188 1,066,367 
Adjusted Weighted-Average Number of Shares Outstanding, Diluted141,871,253 152,406,245 145,861,453 153,462,098 

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Calculation of Adjusted Net Income per Common Share, Basic
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Adjusted Net Income in thousands$42,459 $31,469 $133,824 $63,097 
Adjusted Weighted-Average Number of Shares Outstanding, Basic140,294,960 151,626,882 144,772,265 152,395,731 
Adjusted Net Income per Common Share, Basic$0.30 $0.21 $0.92 $0.41 

Calculation of Adjusted Net Income per Common Share, Diluted
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Adjusted Net Income in thousands$42,459 $31,469 $133,824 $63,097 
Adjusted Weighted-Average Number of Shares Outstanding, Diluted141,871,253 152,406,245 145,861,453 153,462,098 
Adjusted Net Income per Common Share, Diluted:$0.30 $0.21 $0.92 $0.41 

Summary of Adjusted Net Income per Common Share
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Adjusted Net Income per Common Share, Basic$0.30 $0.21 $0.92 $0.41 
Adjusted Net Income per Common Share, Diluted$0.30 $0.21 $0.92 $0.41 

Reconciliation of Net Cash Provided by Operating Activities to Free Cash Flow
Three Months Ended September 30,Nine Months Ended September 30,
(In thousands)2024202320242023
Net cash provided by operating activities$(35,868)$(4,859)$159,065 $130,902 
Purchases of property and equipment(2,043)(4,035)(9,259)(21,825)
Free Cash Flow$(37,911)$(8,894)$149,806 $109,077 
Components of Results of Operations
Revenue
The Company derives substantially all of its revenue from subscriptions to its consumer aviation service, CLEAR Plus. The Company offers certain limited-time free trials, family pricing, and other beneficial pricing through several channels, including airline and credit card partnerships. Membership subscription revenue is presented net of taxes, refunds, credit card chargebacks, and estimated amounts due to a credit card partner. Membership subscription revenue is also reduced by the Company’s funded portion of credit card benefits issued to Members through a partnership with a credit card company at the end of the contract period. The Company’s funded portion varies based on total number of Members for the contract year.

The Company also generates revenue in relation to CLEAR Verified. While contract structure may vary by use case, these deals are typically multi-year, recurring contracts that drive revenue primarily through transaction fees charged either per use or per user over a predefined time period, which sometimes includes tiered pricing. In addition, they may also include one-time implementation fees, licensing fees or incremental transaction fees. Revenues from our partners, and the percentage of our total revenue from these partners, have historically been immaterial.

The Company generates additional revenue from TSA PreCheck® Enrollment Provided by CLEAR. The Company offers consumers increased choice in how and where to sign up for this popular trusted traveler program through both online and in person enrollments and renewals across multiple locations. The Company continues to launch additional locations on a rolling basis, subject to TSA approval. The Company recognizes the revenue from these services net of fees remitted to TSA and the Federal Bureau of Investigation within the Company’s condensed consolidated statements of operations. The Company recognizes these revenues on a per transaction basis upon completion of each enrollment or renewal.
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Operating Expenses

Cost of revenue share fee
The Company operates as a concessionaire in airports and shares a portion of the gross receipts generated from the Company’s Members with the host airports and airlines (“Revenue Share”). The Revenue Share fee is generally prepaid to the host airport in the period collected from the Member. The Revenue Share fee is capitalized and subsequently amortized to operating expense over each Member’s subscription period. Such prepayments are recorded in “Prepaid revenue share fee” in the Company’s consolidated balance sheets. Cost of revenue share fee also includes a fixed fee component which is expensed in the period incurred and certain overhead related expenses paid to the airports in relation to our Revenue Share arrangements.
Cost of direct salaries and benefits
Cost of direct salaries and benefits includes employee-related expenses and allocated overhead associated with our field Ambassadors and field managers directly assisting Members and their corresponding travel related costs. Employee-related costs recorded in direct salaries and benefits consist of salaries, taxes, benefits and equity-based compensation and expenses under arrangements related to the use of certain space at airports.
Research and development
Research and development expenses consist primarily of employee related expenses, allocated overhead costs and costs for contractors related to the Company’s development of new products and services and improving existing products and services. Research and development costs are generally expensed as incurred, except for costs incurred in connection with the development of internal-use software that qualify for capitalization as described in our internal-use software policy. Employee related compensation costs consist of salaries, taxes, benefits and equity-based compensation.
Sales and marketing
Sales and marketing expenses consist primarily of costs of general marketing and promotional activities, advertising fees used to drive subscriber acquisition, commissions, the production costs to create our advertisements, expenses related to employees who manage our sales and marketing efforts, as well as brand and allocated overhead costs.
General and administrative
General and administrative expenses consist primarily of employee-related expenses for the executive, finance, accounting, legal, and human resources functions. Employee-related expenses consist of salaries, taxes, benefits and equity-based compensation. In addition, general and administrative expenses include non-personnel costs, such as legal, accounting and other professional fees, warrant expense, variable credit card fees, variable mobile enrollment costs, and all other supporting corporate expenses not allocated to other departments including overhead and acquisition-related costs.
Interest income, net
Interest income, net primarily consists of interest income from our investment holdings and discount accretion on our marketable securities partially offset by issuance costs on our revolving credit facility.
Other income, net
Other income, net consists of certain non-recurring non-operating items including items such as sublease income, and changes in the fair value of contingent consideration.
Provision (benefit) for income taxes
As a result of the IPO and Reorganization, the Company became the sole managing member of Alclear, which is treated as a partnership for U.S. federal and most applicable state and local income tax purposes. As a partnership, Alclear is not subject to U.S. federal and most state and local income taxes. Any taxable income or loss generated by Alclear is passed through to and included in the taxable income or loss of its members, including the Company, based on ownership interest. The Company is subject to federal income taxes in the U.S. and its territories, in addition to state and local income taxes with respect to its allocable share of any taxable income or loss of Alclear, as well as any stand-alone income or loss generated by the Company. The Company is also subject to income taxes in Israel, Argentina, and Mexico.
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Comparison of the three and nine months ended September 30, 2024 and 2023 (in millions):
Three Months Ended September 30,
20242023$ Change% Change
Revenue$198.4 $160.4 $38.0 24 %
Operating expenses:
Cost of revenue share fee28.6 22.9 5.7 25 %
Cost of direct salaries and benefits44.8 35.3 9.5 27 %
Research and development17.4 11.8 5.6 48 %
Sales and marketing11.6 9.7 1.9 19 %
General and administrative53.9 56.1 (2.2)(4)%
Depreciation and amortization7.0 5.3 1.7 33 %
Operating income35.1 19.3 15.8 — 
Other income (expense)
Interest income, net7.3 7.7 (0.4)(6)%
Other income, net0.4 0.7 (0.2)(34)%
Income before tax42.8 27.6 15.2 — 
Income tax expense(4.8)(0.8)(4.0)530 %
Net income $38.0 $26.9 $11.2 — 
Nine Months Ended September 30,
20242023$ Change% Change
Revenue$564.2 $442.6 $121.6 27 %
Operating expenses:
Cost of revenue share fee79.0 63.7 15.3 24 %
Cost of direct salaries and benefits125.2 102.7 22.5 22 %
Research and development54.9 56.0 (1.1)(2)%
Sales and marketing34.2 30.0 4.2 14 %
General and administrative162.2 170.3 (8.1)(5)%
Depreciation and amortization19.5 15.4 4.1 27 %
Operating income 89.1 4.4 84.7 — 
Other income (expense)
Interest income, net25.4 21.5 3.9 18 %
Other income, net1.3 1.6 (0.3)(18)%
Income before tax115.8 27.5 88.3 — 
Income tax expense(7.1)(0.8)(6.3)742 %
Net income$108.7 $26.6 $82.1 — 
Information about our operating results for the three and nine months ended September 30, 2024 compared to the three and nine months ended September 30, 2023 is set forth below:

Revenue
Three Months Ended September 30,Nine Months Ended September 30,
20242023$ Change% Change20242023$ Change% Change
Revenue$198.4 $160.4 $38.0 24 %$564.2 $442.6 $121.6 27 %

Revenue increased by $38.0 million, or 24%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. The change was primarily due to an increase in the number of CLEAR Plus Members as well as the benefit of pricing increases. Approximately 28% and 30%, respectively, of paying CLEAR Plus Members were on a family plan as of September 30, 2024 and 2023, respectively.

Revenue increased by $121.6 million, or 27%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The change was primarily due to an increase in the number of CLEAR Plus Members as
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well as the benefit of price increases. Approximately 28% and 30%, respectively, of paying CLEAR Plus Members were on a family plan as of September 30, 2024 and 2023, respectively.

Cost of revenue share fee
Three Months Ended September 30,Nine Months Ended September 30,
20242023$ Change% Change20242023$ Change% Change
Cost of revenue share fee$28.6 $22.9 $5.7 25 %$79.0 $63.7 $15.4 24 %
Cost of revenue share fee increased by $5.7 million, or 25%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. The change was driven primarily by an increase of $2.3 million, or a 35% increase, in fixed airport fees and $3.4 million, or a 21% increase, in per Member fees. COVID-related concessions reduced Cost of revenue share fee by none and $1.1 million in the three months ended September 30, 2024 and 2023, respectively.

Cost of revenue share fee increased by $15.4 million, or 24%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The change was driven primarily by an increase of $7.2 million, or a 40% increase, in fixed airport fees and $8.2 million, or a 18% increase, in per Member fees. COVID-related concessions reduced Cost of revenue share fee by $2.4 million and $2.0 million in the nine months ended September 30, 2024 and 2023, respectively.
Cost of direct salaries and benefits
Three Months Ended September 30,Nine Months Ended September 30,
20242023$ Change% Change20242023$ Change% Change
Cost of direct salaries and benefits$44.8 $35.3 $9.5 27 %$125.2 $102.7 $22.5 22 %
Cost of direct salaries and benefits expenses increased by $9.5 million, or 27%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. The change was primarily due to increased employee compensation costs of $8.8 million caused by wage increases, and higher average employee count.
Cost of direct salaries and benefits expenses increased by $22.5 million, or 22%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The change was primarily due to increased employee compensation costs of $21.2 million caused by wage increases and higher average employee count.

Research and development
Three Months Ended September 30,Nine Months Ended September 30,
20242023$ Change% Change20242023$ Change% Change
Research and development$17.4 $11.8 $5.6 48 %$54.9 $56.0 $(1.1)(2)%
Research and development expenses increased by $5.6 million, or 48%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. The change was primarily driven by a $4.3 million increase in employee compensation costs and a $1.0 million increase in technology costs. Additionally, employee compensation costs during the three months ended September 30, 2023 included $7.7 million employee equity-based compensation forfeitures.
Research and development expenses decreased by $1.1 million, or 2%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The change was primarily due to (1) a $1.2 million decrease in employee compensation costs, net of a $0.9 million increase in severance related to the closure of our Israel office; and (2) a $1.2 million non-cash impairment of certain assets and $7.7 million employee equity-based compensation forfeitures during the nine months ended September 30, 2023 that did not occur in the current period. These decreases were offset in part by a $1.4 million increase in technology costs.

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Sales and marketing
Three Months Ended September 30,Nine Months Ended September 30,
20242023$ Change% Change20242023$ Change% Change
Sales and marketing$11.6 $9.7 $1.9 19 %$34.2 $30.0 $4.2 14 %
Sales and marketing expenses increased by $1.9 million, or 19%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. The change was primarily driven by a $3.4 million increase in higher discretionary marketing expense, partially offset by a $1.4 million decrease in employee compensation costs and a $0.4 million decrease in Ambassador commission expense.
Sales and marketing expenses increased by $4.2 million, or 14%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The change was driven primarily by $6.9 million of higher discretionary marketing expense, partially offset by a $2.6 million decrease in Ambassador commission expense.
General and administrative
Three Months Ended September 30,Nine Months Ended September 30,
20242023$ Change% Change20242023$ Change% Change
General and administrative$53.9 $56.1 $(2.2)(4)%$162.2 $170.3 $(8.1)(5)%
General and administrative expenses decreased by $2.2 million, or 4%, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. The change is primarily driven by a decrease of $3.1 million in employee compensation costs and $3.0 million in professional service fees, partially offset by $1.9 million of higher credit card fees due to higher bookings and $1.8 million for technology costs.
General and administrative expenses decreased by $8.1 million, or 5%, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The change was driven primarily by a decrease of $11.8 million in employee compensation cost and $5.5 million in professional service fees. In addition, during the nine months ended September 30, 2023, we incurred a $1.5 million lease impairment and $1.0 million write-off of certain assets that did not occur in the current period. The decrease was partially offset by a $7.8 million increase in technology costs and $5.5 million of increased credit card fees due to higher bookings during the nine months ended September 30, 2024.

Other income (expense)
Three Months Ended September 30,Nine Months Ended September 30,
20242023$ Change% Change20242023$ Change% Change
Interest income, net$7.3 $7.7 $(0.4)(6)%$25.4 $21.5 $4.0 18 %

Interest income, net decreased by $0.4 million, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. The change was primarily driven by lower cash, cash equivalents, and marketable securities.

Interest income, net increased by $4.0 million, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The change was primarily driven by higher interest rates.

Three Months Ended September 30,Nine Months Ended September 30,
20242023$ Change% Change20242023$ Change% Change
Other income, net$0.4 $0.7 $(0.2)(34)%$1.3 $1.6 $(0.3)(18)%

Other income, net decreased by $0.2 million, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023.
Other income, net decreased by $0.3 million, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023.

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Income tax expense
Three Months Ended September 30,Nine Months Ended September 30,
20242023$ Change% Change20242023$ Change% Change
Income tax expense$(4.8)$(0.8)$(4.0)530 %$(7.1)$(0.8)$(6.3)530 %


Income tax expense increased by $4.0 million, for the three months ended September 30, 2024 compared to the three months ended September 30, 2023. The change was primarily due to the U.S. federal and state current taxes not offset by tax attributes (e.g. net operating losses and general business tax credits).

Income tax expense increased by $6.3 million, for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The change was primarily due to the U.S. federal and state current taxes not offset by tax attributes (e.g. net operating losses and general business tax credits).
Liquidity and Capital Resources
Our operations have been financed primarily through cash flows from operating activities. As of September 30, 2024, we had cash and cash equivalents of $32.9 million and marketable securities of $511.8 million.
Historically, our principal uses of cash and cash equivalents have included funding our operations, capital expenditures, repurchases of members’ equity and more recently, business combinations and investments that enhance our strategic positioning. We may also use our cash and cash equivalents to repurchase our Class A Common Stock, pay cash dividends and distribute to members for tax payments. We plan to finance our operations, future stock repurchases, cash dividends and capital expenditures largely through cash generated from operations. We believe our existing cash and cash equivalents, marketable securities, cash provided by operations and the availability of additional funds under our Credit Agreement (as defined below) will be sufficient to meet our working capital and capital expenditure needs for at least the next 12 months, including payment of dividends, potential stock repurchases, and known commitments and contingencies as discussed below. We expect that future capital expenditure will generally relate to building enhancements to the functionality of our current platform, equipment, leasehold improvements and furniture and fixtures related to office expansion and relocation, and general corporate infrastructure.
Share Repurchases
On May 13, 2022, the Company's Board authorized a share repurchase program pursuant to which the Company may purchase up to $100 million of its Class A Common Stock. On November 8, 2023, March 21, 2024 and August 5, 2024, the Company announced that its Board authorized three $100 million increases to its existing Class A Common Stock share repurchase program, resulting in an aggregate remaining authorization on August 5, 2024 of approximately $100.5 million. Under the repurchase program, the Company may purchase shares of its Class A Common Stock on a discretionary basis from time to time through open market repurchases, privately negotiated transactions, or other means, including through Rule 10b5-1 trading plans. The timing and actual number of shares repurchased will be determined by management depending on a variety of factors, including stock price, trading volume, market conditions, and other general business considerations. The repurchase program has no expiration date and may be modified, suspended, or terminated at any time. During the nine months ended September 30, 2024, the Company repurchased 11,983,612 shares for $225.2 million. The repurchased shares were retired. As of September 30, 2024, $100.5 million remained available under the repurchase authorization.
Dividends
On May 9, 2023, the Company announced that a special committee of its Board declared a special cash dividend in the amount of $0.20 per share payable on May 25, 2023 to holders of record of the Class A Common Stock and Class B Common Stock as of the close of business on May 18, 2023. The Company funded the payment of the special cash dividend from its pro rata share of tax distributions made by Alclear.
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On August 2, 2023, the Company announced that our Board adopted a dividend policy (the "Dividend Policy") of paying a quarterly cash dividend to holders of Class A Common Stock and Class B Common Stock. The amount of such quarterly dividends are subject to approval of the actual amount by the Board at the time of such dividend declaration. It is expected that the dividends will be funded by proportionate cash distributions by Alclear to all of its members as of the applicable record date, including holders of non-controlling interests in Alclear and the Company. The declaration of cash dividends in the future is subject to final determination each quarter by the Board based on a number of factors, including the Company’s results of operations, cash flows, financial position and capital requirements, as well as general business conditions, legal, tax and regulatory restrictions and other factors the Board deems relevant at the time it determines to declare such dividends.

On February 15, 2024, the Company announced that its Board declared a quarterly dividend of $0.09 per share, payable on March 5, 2024 to holders of record of Class A Common Stock and Class B Common Stock as of the close of business on February 26, 2024. The Company funded the dividend from proportionate cash distributions by Alclear to all of its members as of February 26, 2024, including holders of non-controlling interests in Alclear and the Company.
On March 21, 2024, the Company announced the declaration of a special cash dividend in the amount of $0.32 per share payable on April 8, 2024 to holders of record of the Class A Common Stock and Class B Common Stock as of the close of business on April 1, 2024. The Company funded the payment of the special cash dividend with cash held by the Company following its receipt of a pro rata cash distribution made by Alclear to all of its members, including the Company, together with cash held by the Company following its receipt of tax distributions made by Alclear. Tax distributions are required under Alclear’s Operating Agreement, generally at a tax rate higher than the Company's. As a result, together with the Company’s utilization of certain tax attributes, the Company has received cash from tax distributions in excess of what is required to fund its tax liabilities and obligations under its Tax Receivable Agreement.

On May 7, 2024, the Company announced that its Board declared a quarterly dividend of $0.10 per share, payable on June 18, 2024 to holders of record of Class A Common Stock and Class B Common Stock as of the close of business on June 10, 2024. The Company funded the dividend from proportionate cash distributions by Alclear to all of its members as of June 10, 2024, including holders of non-controlling interests in Alclear and the Company.

On August 2, 2024, the Company announced that its Board declared a quarterly dividend of 0.10 per share, payable on September 17, 2024 to holders of record of Class A Common Stock and Class B Common Stock as of the close of business on September 10, 2024. The Company funded the dividend from proportionate cash distributions by Alclear to all of its members as of September 10, 2024, including holders of non-controlling interests in Alclear and the Company.

On October 31, 2024, the Company announced that its Board declared a quarterly dividend of $0.125 per share, payable on December 17, 2024 to holders of record of Class A Common Stock and Class B Common Stock as of the close of business on December 10, 2024 (the “Record Date”). The Company will fund the dividends from proportionate cash distributions by Alclear to all of its members as of the Record Date, including holders of non-controlling interests in Alclear and the Company.

To the extent the quarterly or special dividends exceed the Company's current and accumulated earnings and profits, a portion of such dividends may be deemed a return of capital gain to the holders of our Class A Common Stock or Class B Common Stock, as applicable.

Refer to our risks and uncertainties discussed under the heading "Forward-Looking Statements" and in Part II. Item 1A. "Risk Factors."
Credit Agreement
On March 31, 2020, we entered into a credit agreement (as amended, restated or otherwise modified, the “Credit Agreement”) for a three-year $50 million revolving credit facility that expires on March 31, 2023. Borrowings under the Credit Agreement generally bear interest between 1.5% and 2.5% per year and also include interest based on the greater of the prime rate, London Interbank Offered Rate (“LIBOR”) or New York Federal Reserve Bank (“NYFRB”) rate, plus an applicable margin for specific interest periods. In April 2021, the Company increased the size of the revolving credit facility to $100 million, which matures three years from the date of the increase. The revolving credit facility includes a letter of credit sub-facility. In June 2023, the Company entered into a second amendment to the Credit Agreement to transition from LIBOR to the Secured Overnight Financing Rate ("SOFR") as our benchmark interest rate and to extend the maturity date to June 28, 2026.
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We have the option to repay any borrowings under the Credit Agreement without premium or penalty prior to maturity. In addition, the Credit Agreement contains certain other covenants (none of which relate to financial condition), events of default and other customary provisions. The Credit Agreement contains customary affirmative covenants, such as financial statement reporting requirements and delivery of borrowing base certificates, as well as customary covenants that restrict our ability to, among other things, incur additional indebtedness, sell certain assets, guarantee obligations of third parties, declare dividends or make certain distributions, and undergo a merger or consolidation or certain other transactions.

As of September 30, 2024, the Company had a remaining borrowing capacity of $67.8 million, net of standby letters of credit, and had no outstanding debt obligations. As of September 30, 2024, the Company was in compliance with all of the financial and non-financial covenants of the Credit Agreement. Refer to Note 21 within the condensed consolidated financial statements for further details.

Cash Flow
The following summarizes our cash flows for the nine months ended September 30, 2024 and 2023 (in millions):
Nine Months Ended September 30,
20242023$ Change
Net cash provided by operating activities$159.1 $130.9 $28.2 
Net cash provided by (used in) investing activities148.0 (27.4)175.3 
Net cash used in financing activities(333.2)(103.9)(229.3)
Net increase in cash, cash equivalents, and restricted cash(26.1)(0.4)(25.8)
Cash, cash equivalents, and restricted cash, beginning of year62.4 68.9 (6.5)
Net exchange differences on cash, cash equivalents, and restricted cash— 0.1 — 
Cash, cash equivalents, and restricted cash, end of period$36.3 $68.6 $(32.3)
Cash flows from operating activities
For the nine months ended September 30, 2024, net cash provided by operating activities was $159.1 million compared to net cash provided by operating activities of $130.9 million for the nine months ended September 30, 2023, an increase of $28.2 million primarily due to year-over-year increase of net income of $82.1 million offset by a decrease in non-cash adjustments to net income of $3.1 million and unfavorable changes to working capital of $50.8 million, driven by the settlement of accrued partnership liabilities.

Cash flows from investing activities

For the nine months ended September 30, 2024 net cash provided by investing activities was $148.0 compared to net cash used in investing activities of $27.4 for the nine months ended September 30, 2023, an increase of $175.3 million. The change was primarily due to an increase in the net sales of marketable securities of $154.2 million, a decrease in the purchase of a strategic investment of $5.0 million, decrease in business combinations of $3.8 million, and a decrease in capital expenditures of $12.5 million.

Cash flows from financing activities
For the nine months ended September 30, 2024, net cash used in financing activities was $333.2 million compared to net cash used in financing activities of $103.9 million for the nine months ended September 30, 2023, an increase of $229.3 million. The change was due to increases in the amounts used to repurchase Class A Common Stock of $169.0 million, payments of special and regular dividends of $31.6 million, $2.0 million in payments of taxes on net settled stock-based awards, and distributions to members of $26.8 million.
Commitments and Contingencies

We have non-cancelable operating lease arrangements for office space. As of September 30, 2024, we had future minimum payments of $196.4 million, with $15.0 million due within twelve months.

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We have and continue to enter into agreements with airports for access to floor and office space. As of September 30, 2024, we had future minimum payments of $71.0 million.
We have commitments for future marketing expenditures to sports stadiums of $5.3 million as of September 30, 2024.

We are subject to certain minimum spend commitments of approximately $16.2 million over the next three years under service arrangements.
Critical Accounting Policies and Estimates
The preparation of the condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reported periods. The Securities and Exchange Commission (“SEC”) has defined a company’s critical accounting policies as the ones that are most important to the portrayal of a company’s financial condition and results of operations, and which require a company to make its most difficult and subjective judgments. Based on this definition, we have identified the critical accounting policies and judgments addressed below. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ from these estimates. Refer to Note 2 within the condensed consolidated financial statements for further information.

Tax Receivable Agreement

The Company entered into a Tax Receivable Agreement (“TRA”) which generally provides for payment by the Company to the remaining members of Alclear, the “TRA Holders,” of 85% of the net cash savings, if any, in U.S. federal, state and local income tax and franchise tax that the Company actually realizes or is deemed to realize in certain circumstances. The Company will retain the benefit of the remaining 15% of these net cash savings. As of September 30, 2024, the Company did not record a liability from the TRA.
Recent Accounting Pronouncements
Refer to Note 2 within the condensed consolidated financial statements, for recently issued accounting pronouncements and their expected impact.
Item 3. Quantitative and Qualitative Disclosure about Market Risk
In the normal course of business, we are subject to a variety of risks which can affect our operations and profitability. We broadly define these areas of risk and interest rate risk.
Interest Rate Risk

We had cash and cash equivalents of $32.9 million as of September 30, 2024. Cash and cash equivalents includes highly liquid securities that have a maturity of three months or less at the date of purchase. The fair value of our cash and cash equivalents would not be significantly affected by either a 10% increase or decrease in interest rates due mainly to the short-term nature of these instruments.

We manage cash and cash equivalents in various institutions at levels beyond federally insured limits per institution, and we may purchase investments not guaranteed by the FDIC. Accordingly, there is a risk that we will not recover the full principal of our investments or that their liquidity may be diminished

Debt

Interest payable on our revolving credit facility is variable. Borrowings generally will bear interest based on the greater of the prime rate, SOFR or NYFRB rate, plus an applicable margin for specific interest periods. As of September 30, 2024, we had no outstanding borrowings under the revolving credit facility.

Investments in Marketable Securities

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We had marketable securities totaling $511.8 million as of September 30, 2024. This amount was invested primarily in money market funds, commercial paper, corporate notes and bonds, and government securities. Our investments are made for capital preservation purposes and we do not enter into investments for trading or speculative purposes. We are exposed to market risk related to changes in interest rates where a decline in interest rates would reduce our interest income, net and conversely, an increase in interest rates would have an adverse impact on the fair value of our investment portfolio. The effect of a hypothetical 100 basis points increase or decrease in overall interest rate would result in unrealized loss or gain to our “available for sale” investment fair value of approximately $3.3 million that would be recognized in accumulated other comprehensive loss within the condensed consolidated balance sheets.

Foreign Currency Transaction and Translation Risk

Fluctuations in foreign currencies impact the amount of total assets, liabilities, revenues, operating expenses and cash flows that we report for our foreign subsidiaries upon the translation of these amounts into U.S. dollars. Since the majority of our business is transacted in the U.S. dollar, foreign currency transaction and translation risk was insignificant for the three and nine months ended September 30, 2024.

Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of the quarter ended September 30, 2024. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of the quarter ended September 30, 2024, our disclosure controls and procedures were effective in providing reasonable assurance that information required to be disclosed by us in reports that we file or submit under the Securities Exchange Act of 1934, as amended, is (i) recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and (ii) accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures.
Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that our disclosure controls and procedures will prevent all errors and all fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, with the Company have been detected.
Changes in Internal Control
There were no changes in our internal control over financial reporting identified in management's evaluation pursuant to Rules 13a-15(d) or 15d-15(d) of the Exchange Act during the quarter ended September 30, 2024 that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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PART II - OTHER INFORMATION
Item 1. Legal Proceedings
From time to time, the Company is subject to commercial litigation claims and various legal proceedings, as well as administrative and regulatory reviews arising in the ordinary course of business. We currently believe that the ultimate outcome of such lawsuits, proceedings and reviews will not, individually or in the aggregate, have a material adverse effect on our condensed consolidated financial statements.
Item 1A. Risk Factors
We have disclosed under the heading “Risk Factors” in our Annual Report on Form 10-K the risk factors which materially affect our business, financial condition or results of operations. There have been no material changes from the risk factors previously disclosed. You should carefully consider the risk factors set forth in the Annual Report on Form 10-K and the other information set forth elsewhere in this Quarterly Report on Form 10-Q. You should be aware that these risk factors and other information may not describe every risk facing our company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
During the nine months ended September 30, 2024, certain non-controlling interest holders exchanged their Alclear Units and corresponding shares of Class C Common Stock or Class D Common Stock for shares of the Company’s Class A Common Stock or Class B Common Stock, as applicable. As a result, the Company issued 13,264,336 shares of Class A Common Stock, inclusive of shares of Class B Common Stock exchanged for Class A Common Stock.
Use of IPO Proceeds

On July 2, 2021, we closed our IPO, in which the Company issued 15,180,000 shares of Class A Common Stock (which included 1,980,000 shares of Class A Common Stock as a result of the exercise of the underwriters’ over-allotment option, which was exercised on June 30, 2021). All shares in the IPO were registered under the Securities Act pursuant to a Registration Statement on Form S-1 (File No. 333-256851), which was declared effective by the SEC on June 29, 2021 (the “Registration Statement”).

Goldman Sachs & Co. was the representative of the underwriters, which comprised Goldman Sachs & Co., J.P. Morgan Securities LLC, Allen & Company LLC, Wells Fargo Securities, LLC, LionTree Advisors LLC, Stifel, Nicolaus & Company, Incorporated, Telsey Advisory Group LLC, Centerview Partners LLC, Loop Capital Markets LLC, and Roberts & Ryan Investments, Inc. The lead book-runners of our IPO were Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Allen & Company LLC and Wells Fargo Securities, LLC.

The initial offering price to the public in the IPO was $31.00 per share. We received $29.295 per share from the underwriters after deducting underwriting discounts and commissions of $1.705 per share. We incurred underwriting discounts and commissions of approximately $25.9 million, including the effect of the exercise of the over-allotment option. Thus, our net offering proceeds, after deducting underwriting discounts and commissions, net of the rebate on the over-allotment option, were approximately $445.9 million, which the Company contributed to Alclear in exchange for 15,180,000 Alclear Units. The Company has caused Alclear to use such contributed amount to pay offering expenses of approximately $9.0 million, and for general corporate purposes. There has been no material change in the planned use of the IPO net proceeds from what is described in the Company’s Registration Statement. No payments were made to our directors or officers or their associates, holders of 10% or more of any class of our equity securities or any affiliates.
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Issuer Purchases of Equity Securities
Below is a summary of the repurchases during the three months ended September 30, 2024 (in millions, except share and per share amounts):
PeriodTotal Number of Shares PurchasedAverage Price Paid per ShareTotal Number of Shares Purchased as Part of Publicly Announced Plan or ProgramApproximate Dollar Value of Shares that May Yet Be Purchased Under the Plan or Program
July 1, 2024 - July 31, 20244,000,000 $18.79 4,000,000 $101 
August 1, 2024 - August 31, 2024— $— — $101 
September 1, 2024 - September 30, 2024— $— — $101 
Total4,000,000 $18.79 4,000,000 
All purchases of Class A Common Stock reported in the above table were purchased by the Company pursuant to the Company’s share repurchase program, authorized by the Board on May 13, 2022 and publicly announced by the Company on May 16, 2022, and increased on November 8, 2023, March 21, 2024, and August 5, 2024. The share repurchase program provides for the purchase by the Company of up to $400 million of the Company’s Class A Common Stock on a discretionary basis from time to time through open market repurchases, privately negotiated transactions, or other means, including through Rule 10b5-1 trading plans. As of September 30, 2024, $100.5 million remained available under the repurchase authorization. The timing and actual number of shares repurchased will be determined by management depending on a variety of factors, including stock price, trading volume, market conditions, and other general business considerations. The repurchase program has no expiration date and may be modified, suspended, or terminated at any time. The above table excludes shares repurchased to settle employee tax withholding related to the vesting of stock awards.
Item 3. Defaults Upon Senior Securities.
None
Item 4. Mine Safety Disclosures.
Not applicable
Item 5. Other Information.
Rule 10b5-1 Trading Plans
The adoption or termination of contracts, instructions or written plans for the purchase or sale of our securities by our Section 16 officers and directors for the fiscal quarter ended September 30, 2024, each of which is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act (“Rule 10b5-1 Plan”), were as follows:
NameTitleDate of Adoption of Rule 10b5-1 Trading PlanScheduled Expiration Date of Rule 10b5-1 Trading PlanNumber of Shares to be Sold under the Plan
Caryn Seidman BeckerChairman and Chief Executive OfficerSeptember 13, 2024December 16, 20251,000,000 
Michael BarkinDirectorSeptember 12, 2024December 16, 202540,000 

Second Amended and Restated By-Laws

On August 1, 2024 the Board amended and restated the Company’s First Amended and Restated By-Laws (as amended, the “Second A&R By-Laws”) to: (i) update the procedural and information requirements for director nominations and other proposals submitted by stockholders under the Company’s “advance notice” provisions; (ii) require that any stockholder directly or indirectly soliciting proxies from other stockholders use a proxy card color other than white; (iii) update provisions related to stockholder meeting adjournment procedures and lists of stockholders entitled to vote at stockholder meetings, in each case, to reflect recent amendments to the General Corporation Law of the State of Delaware; and (iv) make other modernizing and clarifying changes.

44
The foregoing description of the Second A&R By-Laws does not purport to be complete and is subject to, and qualified in its entirety by reference to, the full text thereof. A copy of the Second A&R By-Laws is included as Exhibit 3.1 to this Quarterly Report on Form 10-Q and is incorporated by reference herein.
45
Item 6. Exhibits
The documents listed in the Index to Exhibits of this quarterly report on Form 10-Q are incorporated by reference or are filed with this quarterly report on Form 10-Q, in each case as indicated therein.
Exhibit
Number		Description
101.INSInline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its
XBRL tags are embedded within the Inline XBRL document
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
46
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

CLEAR SECURE, INC.
Date:
November 7, 2024
By:
/s/ Caryn Seidman Becker
Caryn Seidman Becker
Chairman and Chief Executive Officer

Date:
November 7, 2024
By:
/s/ Kenneth Cornick
Kenneth Cornick
President and Chief Financial Officer

47

Exhibit 31.1
CERTIFICATION OF CHIEF EXECUTIVE OFFICER
PURSUANT TO RULE 13a-14(a) OR 15d-14(a)
OF THE SECURITIES EXCHANGE ACT OF 1934,
AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Caryn Seidman Becker, certify that:
1. I have reviewed this Quarterly Report on Form 10-Q of Clear Secure, Inc.;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected or is reasonably likely to materially affect the registrant's internal control over financial reporting; and
5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date:November 7, 2024By:/s/ Caryn Seidman Becker
Caryn Seidman Becker
Chairman and Chief Executive Officer
(Principal Executive Officer)



Exhibit 31.2
CERTIFICATION OF CHIEF FINANCIAL OFFICER
PURSUANT TO RULE 13a-14(a) OR 15d-14(a)
OF THE SECURITIES EXCHANGE ACT OF 1934,
AS ADOPTED PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Kenneth Cornick, certify that:
1. I have reviewed this Quarterly Report on Form 10-Q of Clear Secure, Inc.;
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d. Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected or is reasonably likely to materially affect the registrant's internal control over financial reporting; and
5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
Date:November 7, 2024By:/s/ Kenneth Cornick
Kenneth Cornick
President and Chief Financial Officer
(Principal Financial Officer)



Exhibit 32.1
CERTIFICATION OF CHIEF EXECUTIVE OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


I, Caryn Seidman Becker, Chief Executive Officer of Clear Secure, Inc. (the “Company”), certify pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, that:

1. The Quarterly Report on Form 10-Q of the Company for the quarter ended September 30, 2024 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Clear Secure, Inc.





Date:November 7, 2024By:/s/ Caryn Seidman Becker
Caryn Seidman Becker
Chairman and Chief Executive Officer
(Principal Executive Officer)




Exhibit 32.2
CERTIFICATION OF CHIEF FINANCIAL OFFICER
PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


I, Kenneth Cornick, President and Chief Financial Officer of Clear Secure, Inc. (the “Company”), certify pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, that:

1. The Quarterly Report on Form 10-Q of the Company for the quarter ended September 30, 2024 (the “Report”) fully complies with the requirements of Section 13(a) or 15(d), as applicable, of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Clear Secure, Inc.

Date:November 7, 2024By:/s/ Kenneth Cornick
Kenneth Cornick
President and Chief Financial Officer
(Principal Financial Officer)





v3.24.3
Cover - shares
 9 Months Ended
Sep. 30, 2024
Nov. 04, 2024
Document Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Sep. 30, 2024  
Document Transition Report false  
Entity File Number 001-40568  
Entity Registrant Name CLEAR SECURE, INC.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 86-2643981  
Entity Address, Address Line One 85 10th Avenue  
Entity Address, Address Line Two 9th Floor  
Entity Address, City or Town New York  
Entity Address, State or Province NY  
Entity Address, Postal Zip Code 10011  
City Area Code 646  
Local Phone Number 723-1404  
Title of 12(b) Security Class A common stock, par value $0.00001 per share  
Trading Symbol YOU  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q3  
Entity Central Index Key 0001856314  
Amendment Flag false  
Class A Common Stock par value $0.00001 per share (the “Class A Common Stock”)    
Document Information [Line Items]    
Entity Common Stock, Shares Outstanding   94,015,104
Class B Common Stock par value $0.00001 per share (the “Class B Common Stock”)    
Document Information [Line Items]    
Entity Common Stock, Shares Outstanding   877,234
Class C Common Stock par value $0.00001 per share (the “Class C Common Stock”)    
Document Information [Line Items]    
Entity Common Stock, Shares Outstanding   19,615,578
Class D Common Stock par value $0.00001 per share (the “Class D Common Stock”)    
Document Information [Line Items]    
Entity Common Stock, Shares Outstanding   24,896,690
v3.24.3
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Current assets:    
Cash and cash equivalents $ 32,885 $ 57,900
Marketable securities 511,812 665,197
Accounts receivable 639 526
Prepaid revenue share fee 25,179 24,402
Prepaid expenses and other current assets 25,222 22,009
Total current assets 595,737 770,034
Property and equipment, net 57,760 62,611
Right of use asset, net 111,046 115,874
Intangible assets, net 16,875 20,825
Goodwill 62,757 62,757
Restricted cash 3,410 4,501
Other assets 10,992 8,407
Total assets 858,577 1,045,009
Current liabilities:    
Accounts payable 10,876 11,781
Accrued liabilities 129,731 164,015
Deferred revenue 417,078 376,253
Total current liabilities 557,685 552,049
Other long term liabilities 119,854 123,736
Total liabilities 677,539 675,785
Commitments and contingencies (Note 18)
Accumulated other comprehensive income 1,472 2,050
Treasury stock at cost, 0 shares as of September 30, 2024 and December 31, 2023 0 0
Accumulated deficit (7,324) (73,714)
Additional paid-in capital 134,821 304,992
Total stockholders’ equity attributable to Clear Secure, Inc. 128,970 233,329
Non-controlling interest 52,068 135,895
Total stockholders’ equity 181,038 369,224
Total liabilities and stockholders’ equity 858,577 1,045,009
Common Class A    
Current liabilities:    
Common stock 1 1
Common Class B    
Current liabilities:    
Common stock 0 0
Common Class C    
Current liabilities:    
Common stock 0 0
Common Class D    
Current liabilities:    
Common stock $ 0 $ 0
v3.24.3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares
Sep. 30, 2024
Dec. 31, 2023
Treasury stock (in shares) 0 0
Common Class A    
Par value (in USD per share) $ 0.00001 $ 0.00001
Shares authorized (in shares) 1,000,000,000 1,000,000,000
Shares issued (in shares) 93,679,673 91,786,941
Shares outstanding (in shares) 93,679,673 91,786,941
Common Class B    
Par value (in USD per share) $ 0.00001 $ 0.00001
Shares authorized (in shares) 100,000,000 100,000,000
Shares issued (in shares) 877,234 907,234
Shares outstanding (in shares) 877,234 907,234
Common Class C    
Par value (in USD per share) $ 0.00001 $ 0.00001
Shares authorized (in shares) 200,000,000 200,000,000
Shares issued (in shares) 19,750,578 32,234,914
Shares outstanding (in shares) 19,750,578 32,234,914
Common Class D    
Par value (in USD per share) $ 0.00001 $ 0.00001
Shares authorized (in shares) 100,000,000 100,000,000
Shares issued (in shares) 25,046,690 25,796,690
Shares outstanding (in shares) 25,046,690 25,796,690
v3.24.3
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Revenue $ 198,424 $ 160,387 $ 564,218 $ 442,614
Operating expenses:        
Cost of revenue share fee 28,592 22,885 79,049 63,674
Cost of direct salaries and benefits 44,825 35,337 125,198 102,687
Research and development 17,424 11,790 54,939 56,044
Sales and marketing 11,607 9,735 34,236 30,032
General and administrative 53,919 56,101 162,180 170,323
Depreciation and amortization 6,970 5,260 19,503 15,416
Operating income 35,087 19,279 89,113 4,438
Other income (expense):        
Interest income, net 7,252 7,677 25,424 21,463
Other income, net 436 661 1,291 1,569
Income before tax 42,775 27,617 115,828 27,470
Income tax expense (4,751) (754) (7,125) (846)
Net income 38,024 26,863 108,703 26,624
Less: net income attributable to non-controlling interests 14,559 11,517 42,313 12,491
Net income attributable to Clear Secure, Inc. 23,465 15,346 66,390 14,133
Common Class A        
Other income (expense):        
Net income attributable to Clear Secure, Inc. $ 23,243 $ 15,192 $ 65,748 $ 13,991
Net income per share of Class A Common Stock and Class B Common Stock (Note 16)        
Net income per common share, basic (in USD per share) $ 0.25 $ 0.17 $ 0.71 $ 0.16
Net income per common share, diluted (in USD per share) $ 0.25 $ 0.17 $ 0.71 $ 0.15
Weighted-average shares of common stock outstanding, basic (in shares) 92,702,778 89,189,192 92,174,755 89,436,795
Weighted-average shares of common stock outstanding, diluted (in shares) 94,279,071 89,968,555 93,263,943 90,503,162
Common Class B        
Other income (expense):        
Net income attributable to Clear Secure, Inc. $ 224 $ 154 $ 643 $ 142
Net income per share of Class A Common Stock and Class B Common Stock (Note 16)        
Net income per common share, basic (in USD per share) $ 0.25 $ 0.17 $ 0.71 $ 0.16
Net income per common share, diluted (in USD per share) $ 0.25 $ 0.17 $ 0.71 $ 0.15
Weighted-average shares of common stock outstanding, basic (in shares) 891,582 907,234 901,979 907,234
Weighted-average shares of common stock outstanding, diluted (in shares) 891,582 907,234 901,979 907,234
v3.24.3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Statement of Comprehensive Income [Abstract]        
Net income $ 38,024 $ 26,863 $ 108,703 $ 26,624
Other comprehensive income (loss)        
Currency translation 14 8 14 16
Unrealized gain (loss) on fair value of marketable securities 3,046 1,390 (1,164) 1,738
Total other comprehensive income (loss) 3,060 1,398 (1,150) 1,754
Comprehensive income 41,084 28,261 107,553 28,378
Less: comprehensive income attributable to non-controlling interests 15,586 12,082 41,741 13,210
Comprehensive income attributable to Clear Secure, Inc. $ 25,498 $ 16,179 $ 65,812 $ 15,168
v3.24.3
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY - USD ($)
$ in Thousands
Total
O 2024 Q1 Dividends
S 2024 Q1 Dividends
Common Class A
Common Class B
Common Class C
Common Class D
Total stockholders’ equity attributable to Clear Secure, Inc.
Total stockholders’ equity attributable to Clear Secure, Inc.
O 2024 Q1 Dividends
Total stockholders’ equity attributable to Clear Secure, Inc.
S 2024 Q1 Dividends
Common Stock
Common Class A
Common Stock
Common Class B
Common Stock
Common Class C
Common Stock
Common Class D
Additional paid in capital
Additional paid in capital
O 2024 Q1 Dividends
Additional paid in capital
S 2024 Q1 Dividends
Accumulated other comprehensive income (loss)
Treasury Stock
Accumulated deficit
Non-controlling interest
Beginning balance (in shares) at Dec. 31, 2022                     87,760,831 907,234 38,290,964 25,796,690              
Beginning balance at Dec. 31, 2022 $ 510,921             $ 291,065     $ 1 $ 0 $ 0 $ 0 $ 394,390     $ (1,529) $ 0 $ (101,797) $ 219,856
Beginning balance (in shares) at Dec. 31, 2022                                     80,505    
Increase (Decrease) in Stockholders' Equity [Roll Forward]                                          
Net income (loss) (8,273)             (5,224)                       (5,224) (3,049)
Other comprehensive income (loss) 1,596             938                   938     658
Equity-based compensation expense, net of forfeitures (in shares)                     (3,079)               (3,079)    
Equity-based compensation expense, net of forfeitures 16,408             10,151             10,151           6,257
Net share settlements of stock-based awards (in shares)                     155,049               83,584    
Net share settlements of stock-based awards (2,408)             (946)             (946)           (1,462)
Warrant expense 623             366             366           257
Exercise of warrants (in shares)                     534,655                    
Exercise of warrants 0             1,615             1,615           (1,615)
Tax distribution to members (13,886)                                       (13,886)
Exchange of shares (in shares)                     2,048,773   2,048,773                
Exchange of shares 0             6,189             6,189           (6,189)
Repurchase and retirement of Class A Common Stock (in shares)                     (281,838)                    
Repurchase and retirement of Class A Common Stock (6,469)             (7,380)             (7,380)           911
Ending balance (in shares) at Mar. 31, 2023                     90,214,391 907,234 36,242,191 25,796,690              
Ending balance at Mar. 31, 2023 498,512             296,774     $ 1 $ 0 $ 0 $ 0 404,385     (591) $ 0 (107,021) 201,738
Ending balance (in shares) at Mar. 31, 2023                                     0    
Beginning balance (in shares) at Dec. 31, 2022                     87,760,831 907,234 38,290,964 25,796,690              
Beginning balance at Dec. 31, 2022 510,921             291,065     $ 1 $ 0 $ 0 $ 0 394,390     (1,529) $ 0 (101,797) 219,856
Beginning balance (in shares) at Dec. 31, 2022                                     80,505    
Increase (Decrease) in Stockholders' Equity [Roll Forward]                                          
Net income (loss) 26,624                                        
Other comprehensive income (loss) 1,754                                        
Ending balance (in shares) at Sep. 30, 2023                     89,854,251 907,234 34,776,689 25,796,690              
Ending balance at Sep. 30, 2023 458,375             275,904     $ 1 $ 0 $ 0 $ 0 364,087     (494) $ 0 (87,690) 182,471
Ending balance (in shares) at Sep. 30, 2023                                     0    
Beginning balance (in shares) at Mar. 31, 2023                     90,214,391 907,234 36,242,191 25,796,690              
Beginning balance at Mar. 31, 2023 498,512             296,774     $ 1 $ 0 $ 0 $ 0 404,385     (591) $ 0 (107,021) 201,738
Beginning balance (in shares) at Mar. 31, 2023                                     0    
Increase (Decrease) in Stockholders' Equity [Roll Forward]                                          
Net income (loss) 8,034             4,011                       4,011 4,023
Other comprehensive income (loss) (1,240)             (736)                   (736)     (504)
Equity-based compensation expense, net of forfeitures 14,659             8,415             8,415           6,244
Net share settlements of stock-based awards (in shares)                     144,341                    
Net share settlements of stock-based awards (1,395)             (655)             (655)           (740)
Tax distribution to members (43)             (26)                       (26) (17)
Exchange of shares (in shares)                     150,000   150,000                
Exchange of shares 0             165             165           (165)
Special dividend (18,089)             (18,089)             (18,089)            
Repurchase and retirement of Class A Common Stock (in shares)                     (1,533,357)                    
Repurchase and retirement of Class A Common Stock (38,628)             (22,928)             (22,928)           (15,700)
Ending balance (in shares) at Jun. 30, 2023                     88,975,375 907,234 36,092,191 25,796,690              
Ending balance at Jun. 30, 2023 461,810             266,931     $ 1 $ 0 $ 0 $ 0 371,293     (1,327) $ 0 (103,036) 194,879
Ending balance (in shares) at Jun. 30, 2023                                     0    
Increase (Decrease) in Stockholders' Equity [Roll Forward]                                          
Net income (loss) 26,863             15,346                       15,346 11,517
Other comprehensive income (loss) 1,398             833                   833     565
Equity-based compensation expense, net of forfeitures 4,566             2,721             2,721           1,845
Net share settlements of stock-based awards (in shares)                     73,374                    
Net share settlements of stock-based awards (891)             (218)             (218)           (673)
Distribution to members (4,322)                                       (4,322)
Tax distribution to members (13,718)                                       (13,718)
Exchange of shares (in shares)                     1,315,502   1,315,502                
Exchange of shares 0             5,171             5,171           (5,171)
Special dividend (6,304)             (6,304)             (6,304)            
Repurchase and retirement of Class A Common Stock (in shares)                     (510,000)                    
Repurchase and retirement of Class A Common Stock (11,027)             (8,576)             (8,576)           (2,451)
Ending balance (in shares) at Sep. 30, 2023                     89,854,251 907,234 34,776,689 25,796,690              
Ending balance at Sep. 30, 2023 458,375             275,904     $ 1 $ 0 $ 0 $ 0 364,087     (494) $ 0 (87,690) 182,471
Ending balance (in shares) at Sep. 30, 2023                                     0    
Beginning balance (in shares) at Dec. 31, 2023       91,786,941 907,234 32,234,914 25,796,690       91,786,941 907,234 32,234,914 25,796,690              
Beginning balance at Dec. 31, 2023 $ 369,224             233,329     $ 1 $ 0 $ 0 $ 0 304,992     2,050 $ 0 (73,714) 135,895
Beginning balance (in shares) at Dec. 31, 2023 0                                   0    
Increase (Decrease) in Stockholders' Equity [Roll Forward]                                          
Net income (loss) $ 32,088             18,806                       18,806 13,282
Other comprehensive income (loss) (2,983)             (1,835)                   (1,835)     (1,148)
Equity-based compensation expense, net of forfeitures 10,869             6,684             6,684           4,185
Net share settlements of stock-based awards (in shares)                     183,167                    
Net share settlements of stock-based awards (2,110)             (1,298)             (1,298)           (812)
Distribution to members (10,564)                                       (10,564)
Tax distribution to members (4,558)                                       (4,558)
Exchange of shares (in shares)                     1,625,803   1,625,803                
Exchange of shares 0             3             3           (3)
Special dividend   $ (8,481) $ (28,828)           $ (8,481) $ (28,828)           $ (8,481) $ (28,828)        
Repurchase and retirement of Class A Common Stock (in shares)                     (4,416,759)                    
Repurchase and retirement of Class A Common Stock (85,382)             (52,514)             (52,514)           (32,868)
Ending balance (in shares) at Mar. 31, 2024                     89,179,152 907,234 30,609,111 25,796,690              
Ending balance at Mar. 31, 2024 269,275             165,866     $ 1 $ 0 $ 0 $ 0 220,558     215 $ 0 (54,908) 103,409
Ending balance (in shares) at Mar. 31, 2024                                     0    
Beginning balance (in shares) at Dec. 31, 2023       91,786,941 907,234 32,234,914 25,796,690       91,786,941 907,234 32,234,914 25,796,690              
Beginning balance at Dec. 31, 2023 $ 369,224             233,329     $ 1 $ 0 $ 0 $ 0 304,992     2,050 $ 0 (73,714) 135,895
Beginning balance (in shares) at Dec. 31, 2023 0                                   0    
Increase (Decrease) in Stockholders' Equity [Roll Forward]                                          
Net income (loss) $ 108,703                                        
Other comprehensive income (loss) (1,150)                                        
Repurchase and retirement of Class A Common Stock (in shares)       (11,983,612)                                  
Repurchase and retirement of Class A Common Stock       $ (225,160)                                  
Ending balance (in shares) at Sep. 30, 2024       93,679,673 877,234 19,750,578 25,046,690       93,679,673 877,234 19,750,578 25,046,690              
Ending balance at Sep. 30, 2024 $ 181,038             128,970     $ 1 $ 0 $ 0 $ 0 134,821     1,472 $ 0 (7,324) 52,068
Ending balance (in shares) at Sep. 30, 2024 0                                   0    
Beginning balance (in shares) at Mar. 31, 2024                     89,179,152 907,234 30,609,111 25,796,690              
Beginning balance at Mar. 31, 2024 $ 269,275             165,866     $ 1 $ 0 $ 0 $ 0 220,558     215 $ 0 (54,908) 103,409
Beginning balance (in shares) at Mar. 31, 2024                                     0    
Increase (Decrease) in Stockholders' Equity [Roll Forward]                                          
Net income (loss) 38,591             24,119                       24,119 14,472
Other comprehensive income (loss) (1,227)             (776)                   (776)     (451)
Equity-based compensation expense, net of forfeitures 10,471             6,624             6,624           3,847
Net share settlements of stock-based awards (in shares)                     287,541                    
Net share settlements of stock-based awards (2,504)             (685)             (685)           (1,819)
Distribution to members (5,018)                                       (5,018)
Tax distribution to members (7,367)                                       (7,367)
Exchange of shares (in shares)                     6,316,858   6,316,858                
Exchange of shares 0             19,763             19,763           (19,763)
Special dividend (9,339)             (9,339)             (9,339)            
Repurchase and retirement of Class A Common Stock (in shares)                     (3,566,853)                    
Repurchase and retirement of Class A Common Stock (64,618)             (52,036)             (52,036)           (12,582)
Ending balance (in shares) at Jun. 30, 2024                     92,216,698 907,234 24,292,253 25,796,690              
Ending balance at Jun. 30, 2024 228,264             153,536     $ 1 $ 0 $ 0 $ 0 184,885     (561) $ 0 (30,789) 74,728
Ending balance (in shares) at Jun. 30, 2024                                     0    
Increase (Decrease) in Stockholders' Equity [Roll Forward]                                          
Net income (loss) 38,024             23,465                       23,465 14,559
Other comprehensive income (loss) 3,060             2,033                   2,033     1,027
Equity-based compensation expense, net of forfeitures 6,348             4,218             4,218           2,130
Net share settlements of stock-based awards (in shares)                     141,300                    
Net share settlements of stock-based awards (2,115)             (782)             (782)           (1,333)
Distribution to members (4,532)                                       (4,532)
Tax distribution to members (3,453)                                       (3,453)
Exchange of shares (in shares)                     5,321,675 30,000 4,541,675 750,000              
Exchange of shares 0             23,489             23,489           (23,489)
Special dividend (9,398)             (9,398)             (9,398)            
Repurchase and retirement of Class A Common Stock (in shares)                     (4,000,000)                    
Repurchase and retirement of Class A Common Stock (75,160)             (67,591)             (67,591)           (7,569)
Ending balance (in shares) at Sep. 30, 2024       93,679,673 877,234 19,750,578 25,046,690       93,679,673 877,234 19,750,578 25,046,690              
Ending balance at Sep. 30, 2024 $ 181,038             $ 128,970     $ 1 $ 0 $ 0 $ 0 $ 134,821     $ 1,472 $ 0 $ (7,324) $ 52,068
Ending balance (in shares) at Sep. 30, 2024 0                                   0    
v3.24.3
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN CASH FLOWS - USD ($)
$ in Thousands
 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Cash flows provided by (used in) operating activities:    
Net income $ 108,703 $ 26,624
Adjustments to reconcile net income to net cash provided from operating activities:    
Depreciation of property and equipment 16,347 12,933
Amortization of intangible assets 3,156 2,483
Noncash lease expense 4,804 4,896
Impairment of assets 0 3,707
Equity-based compensation 27,038 35,102
Deferred income tax 701 (549)
Amortization of revolver loan costs 169 252
Premium amortization and (discount accretion), net on marketable securities (6,330) (9,835)
Changes in operating assets and liabilities:    
Accounts receivable (113) 433
Prepaid expenses and other assets (4,379) (4,098)
Prepaid revenue share fee (777) (2,954)
Accounts payable (475) 5,899
Accrued and other long term liabilities (26,304) (10,990)
Deferred revenue 40,825 68,439
Operating lease liabilities (4,300) (1,440)
Net cash provided by operating activities 159,065 130,902
Cash flows provided by (used in) investing activities:    
Purchases of marketable securities (703,132) (634,751)
Sales of marketable securities 861,683 639,090
Business combinations 0 (3,750)
Purchase of strategic investment (1,000) (6,000)
Purchases of property and equipment (9,259) (21,825)
Purchases of intangible assets (318) (129)
Net cash provided by (used in) investing activities 147,974 (27,365)
Cash flows used in financing activities:    
Repurchase of Class A Common Stock (225,160) (56,124)
Payment of dividend (27,218) (6,320)
Payment of special dividend (28,828) (18,129)
Distributions to members (20,114) (4,322)
Tax distribution to members (24,979) (13,929)
Debt issuance costs 0 (396)
Payment of taxes on net settled stock-based awards (6,729) (4,694)
Other financing activities (154) 0
Net cash used in financing activities (333,182) (103,914)
Net (decrease) increase in cash, cash equivalents, and restricted cash (26,143) (377)
Cash, cash equivalents, and restricted cash, beginning of period 62,401 68,884
Exchange rate effect on cash and cash equivalents, and restricted cash 37 80
Cash, cash equivalents, and restricted cash, end of period $ 36,295 $ 68,587
v3.24.3
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN CASH FLOWS (Parenthetical) - USD ($)
$ in Thousands
Sep. 30, 2024
Sep. 30, 2023
Statement of Cash Flows [Abstract]    
Cash and cash equivalents $ 32,885 $ 63,522
Restricted cash 3,410 5,065
Total cash, cash equivalents, and restricted cash $ 36,295 $ 68,587
v3.24.3
Description of Business and Recent Accounting Developments
 9 Months Ended
Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Description of Business and Recent Accounting Developments Description of Business and Recent Accounting Developments
Description and Organization

Clear Secure, Inc. (the “Company” and together with its consolidated subsidiaries, “CLEAR,” “we,” “us,” “our”) is a holding company and its principal asset is the controlling equity interest in Alclear Holdings, LLC (“Alclear”). In connection with the Company’s reorganization (the “Reorganization”) completed prior to the completion of its initial public offering (“IPO”), Alclear was formed as a Delaware limited liability company on January 21, 2010 and operates under the terms of the Second Amended and Restated Operating Agreement dated June 7, 2023 (the “Operating Agreement”). As the sole managing member of Alclear, the Company operates and controls all of the business and affairs of Alclear, and through Alclear and its subsidiaries, conducts the Company’s business.

The Company operates a secure identity platform under the brand name CLEAR primarily in the United States. CLEAR's current offerings include: CLEAR Plus, a consumer aviation subscription service, which enables access to predictable and fast experiences through dedicated entry lanes in airport security checkpoints within our nationwide network of 58 airports (as of the date of this filing); TSA PreCheck® Enrollment Provided by CLEAR at 52 airports and 10 Staples locations (as of the date of this filing), which offers consumers increased choice in how and where to sign up for this popular trusted traveler program; CLEAR Mobile at 3 airports (as of the date of this filing), which delivers predictable airport security for travelers by accessing a dedicated lane at airport security, simply by showing a QR code, that is free to CLEAR Plus Members and available to all travelers by purchasing a day pass—valid for 24 hours; CLEAR Verified, our B2B offering, which enables our partners to leverage our digital identity technology and reusable member network to facilitate secure and frictionless experiences digitally and physically via our software development kits and application programming interfaces; and our free flagship CLEAR app, which offers consumer products like Home-to-Gate and includes RESERVE Powered by CLEAR, our virtual queuing technology that enables customers to prebook a spot in airport security line so they don’t have to wait.
v3.24.3
Basis of Presentation and Summary of Significant Accounting Policies
 9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
Basis of Presentation and Summary of Significant Accounting Policies Basis of Presentation and Summary of Significant Accounting Policies
These condensed consolidated financial statements have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments consisting only of normal recurring adjustments necessary for a fair presentation have been reflected in these condensed consolidated financial statements. Operating results for the interim periods presented are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2024.

The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts that are reported in the condensed consolidated financial statements and accompanying disclosures. Although these estimates are based on management’s best knowledge of current events and actions that the Company may undertake in the future, actual results may differ from those estimates.

These condensed consolidated financial statements and notes thereto should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (the “2023 Form 10-K”).
The condensed consolidated financial statements are presented in US Dollars, which is the Company’s reporting currency.
Recently Adopted Accounting Pronouncements
The Company adopted all applicable standards effective as of December 31, 2023, within these condensed consolidated financial statements. There was no material impact as a result. There are no newly issued standards since December 31, 2023 that are applicable to the Company.
v3.24.3
Business Combinations
 9 Months Ended
Sep. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
Business Combinations Business Combinations
On September 5, 2023, CLEAR acquired certain assets of Sora ID, Inc., a one-click know your customer (“KYC”) solution which provides technology that is KYC compliant, and is transferable across financial institutions – creating a unique, reusable verification product.

The fair value of the purchase consideration was $5,250 including deferred consideration of $1,500 payable in two tranches at 15 and 30 months after closing. The acquisition was accounted for as a business combination. Of the total purchase consideration, $3,950 was recorded as goodwill and $1,300 as acquired intangible assets on the condensed consolidated balance sheets. The intangible assets acquired relate to customer relationships and developed technology with useful lives of 3 and 5 years, respectively. The Company valued the intangible assets using the multi-period excess earnings method and the relief from royalty method, both under the income approach. The goodwill recognized was deductible for tax purposes.

The Company’s allocation of purchase price was based upon valuations performed to determine the fair value of the net assets as of the acquisition date and was subject to adjustments for up to one year after the closing date of the acquisition to reflect final valuations. This was finalized in the third quarter of 2024.

The Company also entered into an agreement to provide $4,000 of retention bonuses and $9,000 of post-combination remuneration in cash payments and RSUs upon satisfaction of certain post-closing financial metrics and continuing service requirements.
The retention bonuses of $4,000 consisted of (i) cash payments which were made monthly for the six months following the closing date, and (ii) RSUs that vest in various tranches on June 30, 2024 and December 31, 2024, 2025 and 2026. As of September 30, 2024, $813 of the retention bonuses remain unvested. For the post-combination remuneration, the amount of $9,000 consists of two equal tranches of RSUs that will vest upon the achievement of specified operating metrics during the twelve month periods ended December 31, 2024 and December 31, 2025, respectively. As of September 30, 2024, $3,000 of the post-combination remuneration remained unvested. The Company has recorded $296 in compensation expense related to the post-combination remuneration for the nine months ended September 30, 2024. The remaining compensation expenses will be recognized within general and administrative expenses.
v3.24.3
Revenue
 9 Months Ended
Sep. 30, 2024
Revenue from Contract with Customer [Abstract]  
Revenue Revenue
The Company derives substantially all of its revenue from subscriptions to its consumer aviation service, CLEAR Plus. For the three and nine months ended September 30, 2024 and 2023, no individual airport accounted for more than 10% of membership revenue.
Revenue by Geography
For the three and nine months ended September 30, 2024 and 2023, substantially all of the Company’s revenue was generated in the United States.
Contract liabilities and assets
The Company’s deferred revenue balance primarily relates to amounts received from customers for subscriptions paid in advance of the services being provided that will be earned within the next twelve months. The following table presents changes in the deferred revenue balance for the nine months ended September 30, 2024.
2024
Balance as of January 1$376,253 
Deferral of revenue596,774 
Recognition of deferred revenue(555,949)
Balance as of September 30
$417,078 
The Company has obligations for refunds and other similar items of $3,772 as of September 30, 2024 recorded within accrued liabilities.
During the nine months ended September 30, 2024 and 2023, the Company recognized $350,175 and $257,669, respectively, of revenue which was included in the opening deferred revenue balances.
v3.24.3
Prepaid Expenses and Other Current Assets
 9 Months Ended
Sep. 30, 2024
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
Prepaid Expenses and Other Current Assets Prepaid Expenses and Other Current Assets
Prepaid expenses and other current assets as of September 30, 2024 and December 31, 2023 consist of the following:
September 30,
2024		December 31,
2023
Prepaid software licenses$12,334 $10,306 
Coronavirus aid, relief, and economic security act retention credit— 1,002 
Prepaid insurance costs2,891 1,946 
Other current assets9,997 8,755 
Total$25,222 $22,009 
The Coronavirus Aid, Relief, and Economic Security Act is intended to provide economic relief resulting from the COVID-19 pandemic which includes, but is not limited to, employment related costs. As of March 31, 2024, the Company no longer expects to receive the remainder of the balance in the next twelve months. As such, the Company recorded a reclass of this balance to Other assets. Refer to Note 11 for the reclassed balance.
v3.24.3
Fair Value Measurements
 9 Months Ended
Sep. 30, 2024
Fair Value Disclosures [Abstract]  
Fair Value Measurements Fair Value Measurements
The Company values its available-for-sale securities and certain liabilities based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In order to increase consistency and comparability in fair value measurements, a fair value hierarchy that prioritizes observable and unobservable inputs is used to measure fair value into three broad levels, which are described below:
Level 1 –    Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs.
Level 2 –    Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in inactive markets or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated with observable market data.
Level 3 –     Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs.
In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs to the extent possible. In addition, the Company considers counterparty credit risk in its assessment of fair value.
The asset or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs.
The following is a description of the valuation methodologies used for certain assets and liabilities measured at fair value, which are not considered Level 1 items.
Corporate bonds – Valued at the closing price reported on the active market on which the individual securities, all of which have counterparts with high credit ratings, are traded.
Commercial paper – Value is based on yields currently available on comparable securities of issuers with similar credit ratings.
Money market funds – Valued at the net asset value (“NAV”) of units of a collective fund. The NAV is used as a practical expedient to estimate fair value. This practical expedient is not used when it is determined to be probable that the fund will sell the investment for an amount different than the reported NAV.

The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Company believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.
The contractual maturities of investments classified as marketable securities are as follows:
September 30,
2024		December 31,
2023
Due within 1 year$323,513 $439,155 
Due after 1 year through 2 years188,299 226,042 
Total marketable securities
$511,812 $665,197 
The following table represents the amortized cost, gross unrealized gains and losses, and fair market value of the Company’s marketable securities by significant investment category in addition to their fair value level at September 30, 2024 and December 31, 2023.
As of September 30, 2024
Amortized CostGross Unrealized GainsGross Unrealized LossesFair ValueLevel
Commercial paper$12,534 $14 $— $12,548 2 
U.S. Treasuries182,070 314 (51)182,333 1 
Corporate bonds297,144 1,670 (77)298,737 2 
Money market funds measured at NAV (a)18,194 — — 18,194 N/A
Total marketable securities$509,942 $1,998 $(128)$511,812 
As of December 31, 2023
Amortized CostGross Unrealized GainsGross Unrealized LossesFair ValueLevel
Commercial paper$42,903 $16 $(24)$42,895 2 
U.S. Treasuries324,274 2,896 (257)326,913 1 
Corporate bonds294,540 969 (564)294,945 2 
Money market funds measured at NAV (a)444 — — 444 N/A
Total marketable securities$662,161 $3,881 $(845)$665,197 
(a)Money market funds that were measured at NAV per share (or its equivalent) have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the line items presented in the condensed consolidated balance sheets.
Of the total marketable securities held at fair value as of September 30, 2024, $86,168 was in a continuous unrealized loss position for 12 months or longer. The Company had no continuous unrealized loss positions in relation to marketable securities as of September 30, 2024 or December 31, 2023 that were as a result of credit deterioration. For the periods presented the Company does not intend to nor will it be required to sell any securities before recovery of their amortized cost bases.

For certain other financial instruments, including accounts receivable, accounts payable, accrued liabilities, as well as other current liabilities, the carrying amounts approximate the fair value of such instruments due to the short maturity of these balances.
v3.24.3
Property and Equipment, net
 9 Months Ended
Sep. 30, 2024
Property, Plant and Equipment [Abstract]  
Property and Equipment, net Property and Equipment, net
Property and equipment as of September 30, 2024 and December 31, 2023 consist of the following:
Depreciation Period in YearsSeptember 30,
2024		December 31,
2023
Internally developed software
3 - 5
$68,553 $62,306 
Acquired software36,441 6,539 
Equipment536,863 33,624 
Leasehold improvements
1 - 15
9,085 9,113 
Furniture and fixtures514,100 12,709 
Construction in progress9,200 8,672 
Total property and equipment, cost144,242 132,963 
Less: accumulated depreciation(86,482)(70,352)
Total property and equipment, net$57,760 $62,611 
Depreciation and amortization expense related to property and equipment for the three months ended September 30, 2024 and 2023 was $5,619 and $4,417, respectively, and $16,347 and $12,933 for the nine months ended September 30, 2024 and 2023, respectively.
During the three and nine months ended September 30, 2024, $1,659 and $5,241 were capitalized in connection with internally developed software inclusive of $205 and $650 of equity-based compensation, respectively. Amortization expense on internally developed software was $3,496 and $2,612 for the three months ended September 30, 2024 and 2023, respectively, and $9,912 and $6,764 for the nine months ended September 30, 2024 and 2023, respectively.
During the three months ended September 30, 2024 and 2023, the Company recognized impairment charges of none. During the nine months ended September 30, 2024 and 2023, the Company recognized impairment charges of none and $2,201, respectively.
Purchases of property and equipment with unpaid costs in accounts payable and accrued liabilities as of September 30, 2024 were $320 and $2,088, respectively, and $1,272 and $188 as of September 30, 2023, respectively.
v3.24.3
Leases
 9 Months Ended
Sep. 30, 2024
Lessee Disclosure [Abstract]  
Leases Leases
Cash paid for amounts included in the measurement of operating lease liabilities for the three months ended September 30, 2024 and 2023 was $3,740 and $3,758, respectively, and $11,212 and $8,598 for the nine months ended September 30, 2024 and September 30, 2023, respectively.
During the nine months ended September 30, 2023, the Company entered into a sublease agreement whereby the Company continues to be a lessee under the original operating lease but will act as a sublessor. As a result, during the nine months ended September 30, 2023, the Company recorded $1,506 of impairment to its right of use asset within general and administrative in the condensed consolidated statements of operations. Sublease income is recorded within other income (expense), net within the condensed consolidated statements of operations. The Company had $445 and $444 for the three
months ended September 30, 2024 and 2023, respectively, and $1,333 and $1,123 sublease income for the nine months ended September 30, 2024 and 2023, respectively.
v3.24.3
Intangible Assets, net
 9 Months Ended
Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Intangible Assets, net Intangible Assets, net
See below for Intangible assets, net as of September 30, 2024 and December 31, 2023:
Weighted
Average Useful
Life in Years		September 30,
2024		December 31, 2023
Patents20.0$2,518 $3,312 
Acquired intangibles - technology3.05,130 5,130 
Acquired intangibles - customer relationships6.418,370 18,370 
Acquired intangibles - brand names3.4500 500 
Indefinite lived intangible assets311 310 
Total intangible assets, cost26,829 27,622 
Less: accumulated amortization(9,954)(6,797)
Intangible assets, net$16,875 $20,825 
Amortization expense on intangible assets for the three months ended September 30, 2024 and 2023 was $1,351 and $843, respectively and $3,156 and $2,483 for the nine months ended September 30, 2024 and 2023, respectively. The Company did not recognize any impairment charges on intangible assets, net for any periods presented.
v3.24.3
Restricted Cash
 9 Months Ended
Sep. 30, 2024
Cash and Cash Equivalents [Abstract]  
Restricted Cash Restricted CashAs of September 30, 2024 and December 31, 2023, the Company maintained bank deposits of $3,410 and $4,501, respectively, which were primarily pledged as collateral for long-term letters of credit issued in favor of airports, in connection with the Company’s obligations under revenue share agreements.
v3.24.3
Other Assets
 9 Months Ended
Sep. 30, 2024
Other Assets, Noncurrent [Abstract]  
Other Assets Other Assets
Other assets consist of the following as of September 30, 2024 and December 31, 2023:
September 30,
2024		December 31,
2023
Security deposits$280 $273 
Loan fees99 198 
Certificates of deposit— 459 
Coronavirus aid, relief, and economic security act retention credit1,002 —
Strategic investment7,000 6,000
Other long-term assets2,611 1,477 
Total$10,992 $8,407 

During the three months ended March 31, 2024, the Company made an incremental strategic investment in equity securities of a privately held company, which the Company previously invested in during three months ended March 31, 2023. As the investment does not have a readily determinable fair value, the Company elected the measurement alternative to record the investment at initial cost less impairments, if any, adjusted for observable changes in fair value for identical or similar investments of the same issuer. Adjustments resulting from these fluctuations are recorded within other income (expense) on the Company’s condensed consolidated statements of operations.
During the three and nine months ended September 30, 2024, there were no fair value adjustments recorded by the Company in relation to its strategic investment.
v3.24.3
Accrued Liabilities and Other Long Term Liabilities
 9 Months Ended
Sep. 30, 2024
Accrued Liabilities and Other Liabilities [Abstract]  
Accrued Liabilities and Other Long Term Liabilities Accrued Liabilities and Other Long Term Liabilities
Accrued liabilities consist of the following as of September 30, 2024 and December 31, 2023:
September 30,
2024		December 31,
2023
Accrued compensation and benefits$19,374 $18,690 
Accrued partnership liabilities64,868 96,284 
Lease liability6,010 5,727 
Other accrued liabilities39,479 43,314 
Total$129,731 $164,015 
The Company has estimated accrued partnership liabilities related to a portion of merchant credit card benefits that it expects to settle in the second half of the current year.
Other long term liabilities consist of the following as of September 30, 2024 and December 31, 2023:
September 30,
2024		December 31,
2023
Deferred tax liability$1,438 $1,711 
Lease liability117,071 121,655 
Other long term liabilities1,345 370 
Total$119,854 $123,736 
v3.24.3
Warrants
 9 Months Ended
Sep. 30, 2024
Equity [Abstract]  
Warrants Warrants
In January 2023, the Company recognized $1,038 of the remaining expense related to the 534,655 fully vested United Airlines warrants. These warrants were exercised for Class A Common Stock in a cashless exercise with an intrinsic value of $16,136. The existing warrant agreement with United Airlines expired in the first quarter of 2023. In September 2024, the Company’s remaining warrant agreement, which granted warrants that were exercisable for non-voting common units of Alclear (“Alclear Units”), expired.

Based on the probability of vesting, the Company recorded none for both the three months ended September 30, 2024 and 2023, respectively, and none and $623 for the nine months ended September 30, 2024 and 2023, respectively, within general and administrative expense in the condensed consolidated statements of operations.
v3.24.3
Stockholder’s Equity
 9 Months Ended
Sep. 30, 2024
Stockholders' Equity Note [Abstract]  
Stockholder's Equity Stockholders’ Equity
Common Stock
The Company has and will issue shares of its common stock as a result of transactions in relation to exchanges and vesting of restricted stock units (“RSUs”).
Treasury Stock
Historically, the Company's treasury stock consisted of forfeited Restricted Stock Awards (“RSAs”) that were legally issued shares held by the Company, and recorded at par value, as well as any shares repurchased under the Company’s share repurchase program that are not retired by the Company’s board of directors (the “Board”). As of September 30, 2024, all RSAs have been either vested or forfeited. The Company’s treasury stock can be utilized to settle equity-based compensation awards issued by the Company and is excluded from the calculation of the non-controlling interest ownership percentage.
Share Repurchases
During the nine months ended September 30, 2024, the Company repurchased and retired 11,983,612 shares of its Class A Common Stock for $225,160 at an average price of $18.78. As of September 30, 2024, $100,490 remained available under the repurchase authorization.
The Inflation Reduction Act created an excise tax of 1% on the fair market value of net stock repurchases made after December 31, 2022. During the nine months ended September 30, 2024, the Company recorded an accrual of none related to this tax within its condensed consolidated financial statements. Refer to Note 17 for further information regarding the Inflation Reduction Act.
Special and Quarterly Dividends
On August 2, 2023, the Company announced that its Board adopted a dividend policy (the "Dividend Policy") of paying a quarterly cash dividend to holders of Class A Common Stock and Class B Common Stock. The amount of such quarterly dividends is subject to approval of the actual amount by the Board at the time of such dividend declaration. It is expected that the dividends will be funded by proportionate cash distributions by Alclear to all of its members as of the applicable record date, including holders of non-controlling interests in Alclear and the Company. The declaration of cash dividends in the future is subject to final determination each quarter by the Board based on a number of factors, including the Company’s results of operations, cash flows, financial position and capital requirements, as well as general business conditions, legal, tax and regulatory restrictions and other factors the Board deems relevant at the time it determines to declare such dividends.

On February 15, 2024, the Company announced that its Board declared a quarterly dividend of $0.09 per share, payable on March 5, 2024 to holders of record of Class A Common Stock and Class B Common Stock as of the close of business on February 26, 2024. The Company funded the dividend from proportionate cash distributions by Alclear to all of its members as of February 26, 2024, including holders of non-controlling interests in Alclear and the Company.

On March 21, 2024, the Company announced the declaration of a special cash dividend in the amount of $0.32 per share payable on April 8, 2024 to holders of record of the Class A Common Stock and Class B Common Stock as of the close of business on April 1, 2024. The Company funded the payment of the special cash dividend with cash held by the Company following its receipt of a pro rata cash distribution made by Alclear to all of its members, including the Company, together with cash held by the Company following its receipt of tax distributions made by Alclear.

On May 7, 2024, the Company announced that its Board declared a quarterly dividend of $0.10 per share, payable on June 18, 2024 to holders of record of Class A Common Stock and Class B Common Stock as of the close of business on June 10, 2024. The Company funded the dividend from proportionate cash distributions by Alclear to all of its members as of June 10, 2024, including holders of non-controlling interests in Alclear and the Company.

On August 2, 2024, the Company announced that its Board declared a quarterly dividend of $0.10 per share, payable on September 17, 2024 to holders of record of Class A Common Stock and Class B Common Stock as of the close of business on September 10, 2024. The Company funded the dividend from proportionate cash distributions by Alclear to all of its members as of September 10, 2024, including holders of non-controlling interests in Alclear and the Company.

To the extent the quarterly or special dividends exceed the Company's current and accumulated earnings and profits, a portion of such dividends may be deemed a return of capital gain to the holders of our Class A Common Stock or Class B Common Stock, as applicable.

Non-Controlling Interest
The non-controlling interest balance represents the economic interest in Alclear held by our co-founders, Caryn Seidman Becker and Kenneth Cornick (the “Co-Founders”), and members of Alclear. The following table summarizes the ownership of Alclear Units as of September 30, 2024:
Alclear UnitsOwnership Percentage
Alclear Units held by Alclear post-reorganization members (other than the Co-Founders and Clear Secure, Inc.)19,750,578 14.17 %
Alclear Units held by the Co-Founders25,046,690 17.97 %
Total44,797,268 32.15 %
The non-controlling interest holders have the right to exchange Alclear Units, together with a corresponding number of shares of Class C Common Stock for Class A Common Stock or Class D Common Stock for Class B Common Stock. As such, exchanges by non-controlling interest holders will result in a change in ownership and reduce the amount recorded as non-controlling interest and increase Class A Common Stock or B Common Stock and additional paid-in-capital for the Company. Upon the issuance of shares Class A Common Stock or B Common Stock, the Company issues a proportionate number of Alclear Units in conjunction with the terms of the Reorganization.
During the nine months ended September 30, 2024, certain non-controlling interest holders exchanged their Alclear Units and corresponding shares of Class C Common Stock or Class D Common Stock for shares of the Company's Class A Common Stock or Class B Common Stock, as applicable. As a result, the Company issued 13,264,336 shares of Class A Common Stock, including those issued in connection with the exchanges of Class B Common Stock.
The non-controlling interest ownership percentage declined from 38.51% as of December 31, 2023 to 32.15% as of September 30, 2024. This decrease was primarily attributable to the issuance of shares of Class A Common Stock, due to exchanges noted above.
v3.24.3
Incentive Plans
 9 Months Ended
Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Incentive Plans Incentive Plans
2021 Omnibus Incentive Plan
The Clear Secure, Inc 2021 Omnibus Incentive Plan (“2021 Omnibus Incentive Plan”) became effective on June 29, 2021 to provide grants of equity-based awards to the employees, consultants, and directors of the Company and its affiliates.
The 2021 Omnibus Incentive Plan authorized the issuance of up to 20,000,000 shares of Class A Common Stock as of the date of the Reorganization. The 2021 Omnibus Incentive Plan authorized the issuance of shares pursuant to the grant, settlement or exercise of RSUs, RSAs, stock options and other share-based awards. Beginning with the first business day of each calendar year beginning in 2022 through 2031, the number of shares available will increase in an amount up to 5% of the total number of common shares outstanding (assuming exchange and/or conversion of all classes of common shares into Class A Common Stock) as of the last day of the immediately preceding year or a lesser amount approved by the Board or its compensation committee, so long as the total share reserve available for future awards at the time is not more than 12% of common shares outstanding (assuming exchange and/or conversion of all classes of common shares into Class A Common Stock). For fiscal year 2023, the Compensation Committee of the Board approved no increase in the 2021 Omnibus Incentive Plan, which such increase would have been effective on the first business day of 2023.

Restricted Stock Units
RSUs are subject to both service-based and, in some cases, performance-based vesting conditions. RSUs will vest on a specified date, provided the applicable service (generally three years) and, if applicable, when certain performance conditions are probable of satisfaction. The RSUs with performance-based vesting conditions are subject to long-term revenue and cash-basis earnings performance hurdles. The Company determines the fair value of each RSU based on the grant date and records the expense over the vesting period or requisite service period on a straight-line basis and for performance-based vesting awards, whether they are probable or not.
The following is a summary of activity related to the RSUs associated with compensation arrangements during the nine months ended September 30, 2024:
RSU’sWeighted-
Average
Grant-Date
Fair Value
Unvested balance as of January 1, 20243,897,957 $24.85 
Granted2,287,155 18.67 
Vested(943,353)29.13 
Forfeited(1,341,245)22.81 
Unvested balance as of September 30, 2024
3,900,514 $21.13 
The following is a vesting schedule of the expected vesting period related to the unvested RSUs as of September 30, 2024:
Unvested RSU’s
Expected to vest within 1 year1,541,630 
Expected to vest between 1 to 2 years1,378,685 
Expected to vest between 2 to 3 years980,199 
Unvested balance as of September 30, 2024
3,900,514 
Below is the compensation expense recognized related to the RSUs within the condensed consolidated statements of operations:
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Cost of direct salaries and benefits$97 $229 $377 $445 
Research and development2,467 (3,584)8,431 6,808 
Sales and marketing(594)435 (106)466 
General and administrative3,142 3,368 11,281 9,991 
Total$5,112 $448 $19,983 $17,710 
As of September 30, 2024, estimated unrecognized expense for RSUs that are probable of vesting was $57,230 with such expense to be recognized over a weighted-average period of approximately 2.18 years.

Founder PSUs
During June 2021, the Company established a long-term incentive compensation plan for the Co-Founders, which consists of performance restricted stock-unit awards (the “Founder PSUs”), that will be settled in shares of Class A Common Stock pursuant to the 2021 Omnibus Incentive Plan, subject to the satisfaction of both service and market based vesting conditions.
The grant date fair value for the Founder PSUs was determined by a Monte Carlo simulation and discounted by the risk-free rate on the grant date and an expected volatility of 45%. The Founder PSUs are estimated to vest over a five year period, based on the achievement of specified price hurdles of the Company’s Class A Common Stock. The specified price hurdles of the Company’s Class A Common Stock will be measured on the volume-weighted average price per share for the trailing days during any 180 day period that ends within the applicable measurement period. In June 2021, the Company granted 4,208,617 Founder PSUs at a weighted average grant date fair value of $16.54. The Company records the expense related to these awards within general and administrative in the condensed consolidated statements of operations.
As of September 30, 2024, estimated unrecognized expense for Founder PSUs was $3,046 with such expense to be recognized over a weighted-average period of approximately 0.41 years.
Below is a summary of total compensation expense recorded in relation to the Company’s incentive plans within the condensed consolidated statements of operations:

Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
RSAs$— $1 $— $10 
RSUs5,112 448 19,983 17,710 
Founder PSUs1,031 3,716 7,055 16,759 
Total$6,143 $4,165 $27,038 $34,479 

Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Cost of direct salaries and benefits$97 $229 $377 $445 
Research and development2,467 (3,583)8,431 $6,813 
Sales and marketing(594)435 (106)466 
General and administrative4,173 7,084 18,336 26,755 
Total$6,143 $4,165 $27,038 $34,479 
v3.24.3
Net Income per Common Share
 9 Months Ended
Sep. 30, 2024
Earnings Per Share [Abstract]  
Net Income per Common Share Net Income per Common Share
Below is the calculation of basic and diluted net income per common share:
Three Months Ended September 30, 2024
Three Months Ended September 30, 2023
Class AClass BClass AClass B
Basic:
Net income attributable to Clear Secure, Inc.$23,243 $224 $15,192 $154 
Weighted-average number of shares outstanding, basic92,702,778 891,582 89,189,192 907,234 
Net income per common share, basic:$0.25 $0.25 $0.17 $0.17 
Diluted:
Net income attributable to Clear Secure, Inc. used to calculate net income per common share, basic$23,243 $224 $15,192 $154 
Add: reallocation of net income to Clear Secure, Inc. to reflect dilutive impact68 (3)29 (1)
Net income attributable to Clear Secure, Inc. used to calculate net income per common share, diluted23,311 220 15,221 153 
Weighted-average number of shares outstanding used to calculate net income per common share, basic92,702,778 891,582 89,189,192 907,234 
Effect of dilutive shares1,576,293 — 779,363 — 
Weighted-average number of shares outstanding, diluted94,279,071 891,582 89,968,555 907,234 
Net income per common share, diluted:$0.25 $0.25 $0.17 $0.17 
Nine Months Ended September 30, 2024Nine Months Ended September 30, 2023
Class AClass BClass AClass B
Basic:
Net income attributable to Clear Secure, Inc.$65,748 $643 $13,991 $142 
Weighted-average number of shares outstanding, basic92,174,755 901,979 89,436,795 907,234 
Net income per common share, basic:$0.71 $0.71 $0.16 $0.16 
Diluted:
Net income attributable to Clear Secure, Inc. used to calculate net income per common share, basic$65,748 $643 $13,991 $142 
Add: reallocation of net income to Clear Secure, Inc. to reflect dilutive impact132 (6)(21)(2)
Net income attributable to Clear Secure, Inc. used to calculate net income per common share, diluted65,880 637 13,970 140 
Weighted-average number of shares outstanding used to calculate net income per common share, basic92,174,755 901,979 89,436,795 907,234 
Effect of dilutive shares1,089,188 — 1,066,367 — 
Weighted-average number of shares outstanding, diluted93,263,943 901,979 90,503,162 907,234 
Net income per common share, diluted:$0.71 $0.71 $0.15 $0.15 

After evaluating the potential dilutive effect under the if-converted method, the outstanding Alclear Units for the assumed exchange of non-controlling interests were determined to be anti-dilutive and thus were excluded from the computation of diluted earnings per share.

The following tables present potentially dilutive securities excluded from the computations of diluted earnings per share of Class A Common Stock and Class B Common Stock for the three and nine months ended September 30, 2024 and September 30, 2023:
Three and Nine Months Ended September 30, 2024
Class AClass B
Exchangeable Alclear Units19,750,578 25,046,690 
RSU’s460,559 — 
Total20,211,137 25,046,690 

Three and Nine Months Ended September 30, 2023
Class AClass B
Exchangeable Alclear Units34,776,689 25,796,690 
RSU’s592,397 — 
Total35,369,086 25,796,690 

For both the three and nine months ended September 30, 2024, the Company has excluded 4,504,834 potentially dilutive shares from the tables above as they had performance conditions that were not achieved as of the end of the periods above.
v3.24.3
Income Taxes
 9 Months Ended
Sep. 30, 2024
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
As a result of the IPO and Reorganization, the Company became the sole managing member of Alclear, which is treated as a partnership for U.S. federal and most applicable state and local income tax purposes. As a partnership, Alclear is generally not subject to U.S. federal and most state and local income taxes. Any taxable income or loss generated by Alclear is passed through to and included in the taxable income or loss of its members, including us, on a pro rata basis. The Company is subject to federal income taxes in the U.S. and its territories, in addition to state and local income taxes with respect to our
allocable share of any taxable income or loss of Alclear, as well as any stand-alone income or loss generated by the Company. The Company is also subject to income taxes in Israel, Argentina, and Mexico.

The Company reported a tax expense of $4,751 on a pretax income of $42,775 for the three months ended September 30, 2024 as compared to a tax expense of $754 on a pretax income of $27,617 for the three months ended September 30, 2023. This resulted in an effective tax rate of 11.1% for the three months ended September 30, 2024 as compared to 2.7% for the three months ended September 30, 2023. The Company reported a tax expense of $7,125 on a pretax income of $115,828 for the nine months ended September 30, 2024, as compared to a tax expense of $846 on a pretax income of $27,470 for the nine months ended September 30, 2023. This resulted in an effective tax rate of 6.2% for the nine months ended September 30, 2024 as compared to 3.1% for the nine months ended September 30, 2023. The Company's effective tax rate differs from the statutory rate primarily due to the following: (1) the impact of Alclear being a partnership and allocating its taxable results to its non-controlling members, (2) movement in valuation allowance, and (3) the impact of U.S. federal and state taxes in excess of applicable tax attributes (e.g., net operating losses and general business tax credits). The Company paid $1,788 and $4,538, respectively, in estimated income taxes for the three and nine months ended September 30, 2024, respectively.

The Company is subject to income taxes in the U.S. and its territories, Israel, Argentina, and Mexico. The statute of limitations for adjustments to our historic tax obligations will vary from jurisdiction to jurisdiction. The tax years for U.S. federal and state income tax purposes open for examination are for the years ending December 31, 2018 and forward. The tax years for foreign jurisdictions open for examination are for the years ending December 31, 2019 and forward.     

Recent U.S. Tax Legislation

On August 16, 2022, President Biden signed into law the Inflation Reduction Act. The Inflation Reduction Act creates a 15% corporate alternative minimum tax on profit of corporations whose average annual adjusted financial statement income for any consecutive three-tax-year period preceding the tax year exceeds $1 billion and is effective for tax years beginning after December 31, 2022. This provision did not have a material impact on the condensed consolidated financial statements for the nine months ended September 30, 2024. Additionally, the Inflation Reduction Act creates an excise tax of 1% on the fair market value of net stock repurchases made after December 31, 2022. During the nine months ended September 30, 2024, the Company repurchased 11,983,612 shares of its Class A Common Stock. However, the Company did not record an excise tax as of September 30, 2024 because stock issuances were in excess of repurchases.
Tax Receivable Agreement
As stated in Note 1, in connection with the IPO, the Company entered into the TRA, which generally provides for payment by the Company to the remaining members of Alclear of 85% of the net cash savings, if any, in U.S. federal, state and local income tax and franchise tax that Clear Secure, Inc. actually realizes or is deemed to realize as a result of (i) any increase in tax basis in Alclear’s assets resulting from (a) exchanges by Alclear members (or their transferees or other assignees) of Alclear Units (along with the corresponding shares of our Class C Common Stock or Class D Common Stock, as applicable) for shares of the Company’s Class A Common Stock or Class B Common Stock, as applicable, and purchases of Alclear Units and corresponding shares of Class C Common Stock or Class D Common Stock, as the case may be, from the Alclear members (or their transferees or other assignees) or (b) payments under the TRA, and (ii) tax benefits related to imputed interest deemed arising as a result of payments made under the TRA. The Company will retain the benefit of the remaining 15% of these net cash savings.
The TRA liability is calculated by determining the tax basis subject to TRA (“tax basis”) and applying a blended tax rate to the basis differences and calculating the iterative impact. The blended tax rate consists of the U.S. federal income tax rate and an assumed combined state and local income tax rate driven by the apportionment factors applicable to each state. Subsequent changes to the measurement of the TRA liability are recognized in the condensed consolidated statements of operations as a component of other income (expense), net.
The Company expects to obtain an increase in the share of the tax basis of its share of the assets of Alclear when Alclear Units are redeemed or exchanged by Alclear Members and other qualifying transactions. This increase in tax basis may have the effect of reducing the amounts that the Company would otherwise pay in the future to various tax authorities. The
increase in tax basis may also decrease gains (or increase losses) on future dispositions of certain capital assets to the extent tax basis is allocated to those capital assets.

During the nine months ended September 30, 2024, the Company issued 13,234,336 shares of Class A Common Stock to certain non-controlling interest holders who exchanged their Alclear Units. Refer to Note 14 for further details. These exchanges resulted in a tax basis increase subject to the provisions of the TRA. The recognition of the Company’s liability under the tax receivable agreement mirrors the recognition related to its deferred tax assets. As of September 30, 2024, the Company has not recognized the deferred tax asset for the step-up in tax basis, as the asset is not more-likely-than-not to be realized. Additionally, as of September 30, 2024, the Company has determined the TRA liability is not probable and therefore has not recorded a tax receivable liability that, if recorded, would be approximately $162,125.

Tax Distributions

The members of Alclear, including Clear Secure, Inc., incur U.S. federal, state and local income taxes on their share of any taxable income of Alclear. The Operating Agreement provides for pro rata cash distributions (“tax distributions”) to the holders of the Alclear Units in an amount generally calculated to provide each member of Alclear with sufficient cash to cover its tax liability in respect of the taxable income of Alclear allocable to them. In general, these tax distributions are computed based on Alclear’s estimated taxable income, multiplied by an assumed tax rate as set forth in the Operating Agreement.

For the nine months ended September 30, 2024, Alclear paid tax distributions totaling $24,979 to holders of Alclear Units other than the Company, and recorded a liability of $15,379 to holders of Alclear Units other than other than the Company.
v3.24.3
Commitments and Contingencies
 9 Months Ended
Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
Litigation
From time to time, the Company is involved in various legal proceedings arising in the ordinary course of business. The Company records a liability when it believes that it is probable that a loss will be incurred and the amount of loss or range of loss can be reasonably estimated. Based on the currently available information, the Company does not believe that there are claims or legal proceedings that would have a material adverse effect on the business, or the condensed consolidated financial statements of the Company.
Commitments other than leases
The Company is subject to minimum spend commitments of $16,225 over the next three years under certain service arrangements.
In conjunction with the Company’s revenue share agreements with the airports, certain agreements contain minimum annual contracted fees. These future minimum payments are as follows as of September 30, 2024:
2024$8,309 
202528,705 
202614,169 
202710,507 
20288,103 
Thereafter1,230 
Total$71,023 
The Company has commitments for future marketing expenditures to sports stadiums of $5,301 through 2027. For the three months ended September 30, 2024 and 2023, marketing expenses related to sports stadiums were $1,123 and $1,310,
respectively. For the nine months ended September 30, 2024 and 2023 marketing expenses related to sports stadiums were $3,539 and $3,970, respectively.
v3.24.3
Related Party Transactions
 9 Months Ended
Sep. 30, 2024
Related Party Transactions [Abstract]  
Related Party Transactions Related Party Transactions
As of September 30, 2024, and December 31, 2023, the Company had total payables to certain related parties of $3,974 and $3,508, respectively.
In connection with certain related parties, for the three months ended September 30, 2024 and 2023, the Company recorded $3,785 and $3,523, respectively, in cost of revenue share fee within the condensed consolidated statements of operations. For the nine months ended September 30, 2024 and 2023, the Company recorded expense of $9,738 and $9,188, respectively, within the condensed consolidated statements of operations.
In July 2024, a related party exchanged 4,000,000 of their Alclear Units and corresponding shares of Class C Common Stock for shares of the Company’s Class A Common Stock, and the Company repurchased and retired the shares of Class A Common Stock.
Refer to Note 17 for information regarding the TRA liability. Refer to Note 13 regarding transactions between certain related parties with regards to warrants.
v3.24.3
Employee Benefit Plan
 9 Months Ended
Sep. 30, 2024
Retirement Benefits [Abstract]  
Employee Benefit Plan Employee Benefit Plan
The Company has a 401(k) retirement, savings and investment plan (the “401(k) Plan”). Participants make contributions to the 401(k) Plan in varying amounts, up to the maximum limits allowable under the Internal Revenue Code. For the three months ended September 30, 2024 and 2023, the Company recorded expense of $317 and $422, respectively, within the condensed consolidated statements of operations. For the nine months ended September 30, 2024 and 2023, the Company recorded expense of $1,665 and $1,817, respectively, within the condensed consolidated statements of operations.
v3.24.3
Debt
 9 Months Ended
Sep. 30, 2024
Debt Disclosure [Abstract]  
Debt Debt
In March 2020, the Company entered into a credit agreement for a three-year $50,000 revolving credit facility, with a group of lenders. In April 2021, the Company entered into Amendment No. 1 to the Credit Agreement that increased the commitments under the revolving credit facility to $100,000, which extended the maturity date to March 31, 2024. The revolving credit facility includes a letter of credit sub-facility. In June 2023, the Company entered into Amendment No. 2 to the Credit Agreement to transition from London Interbank Offered Rate to the Secured Overnight Financing Rate ("SOFR") as our benchmark interest rate and to extend the maturity date to June 28, 2026. The line of credit has not been drawn against as of September 30, 2024. Prepaid loan fees related to this facility are capitalized and amortized over the remaining term of the credit agreement. The balance expected to be amortized within twelve months from the balance sheet date is presented within Prepaid and other current assets on the condensed consolidated balance sheets, while the long term portion is presented within Other assets in the condensed consolidated balance sheets.

The Company incurred $396 of debt issuance costs in connection to Amendment No.2 to the Credit Agreement. As of September 30, 2024 and December 31, 2023, the balance of these loan fees was $231 and $419, respectively.
The Credit Agreement contains customary terms and conditions, including limitations on consolidations, mergers, indebtedness, and certain payments, as well as a financial covenant relating to leverage. Borrowings under the Credit Agreement generally will bear a floating interest rate per year and will also include interest based on the greater of the prime rate, SOFR, or New York Federal Reserve Bank (NYFRB) rate, plus an applicable margin for specific interest periods.

As of September 30, 2024, the Company had a remaining borrowing capacity of $67,794, net of standby letters of credit, and had no outstanding debt obligations.
In addition, the Credit Agreement contains certain other covenants (none of which relate to financial condition), events of default and other customary provisions. As of September 30, 2024, the Company was in compliance with all of the financial and non-financial covenants of the Credit Agreement.
v3.24.3
Subsequent Events
 9 Months Ended
Sep. 30, 2024
Subsequent Events [Abstract]  
Subsequent Events Subsequent Events
Quarterly Dividend

On October 31, 2024, the Company announced that its Board declared a quarterly dividend of $0.125 per share, payable on December 17, 2024 to holders of record of Class A Common Stock and Class B Common Stock as of the close of business on December 10, 2024 (the “Record Date”). The Company will fund the dividend from proportionate cash distributions by Alclear to all of its members as of the Record Date, including holders of non-controlling interests in Alclear and the Company.

To the extent the quarterly dividend exceeds the Company's current and accumulated earnings and profits, a portion of such dividend may be deemed a return of capital gain to the holders of our Class A Common Stock or Class B Common Stock, as applicable.
v3.24.3
Pay vs Performance Disclosure - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Pay vs Performance Disclosure        
Net income attributable to Clear Secure, Inc. $ 23,465 $ 15,346 $ 66,390 $ 14,133
v3.24.3
Insider Trading Arrangements
 3 Months Ended 9 Months Ended
Sep. 30, 2024
shares
Sep. 30, 2024
shares
Trading Arrangements, by Individual    
Material Terms of Trading Arrangement  
The adoption or termination of contracts, instructions or written plans for the purchase or sale of our securities by our Section 16 officers and directors for the fiscal quarter ended September 30, 2024, each of which is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act (“Rule 10b5-1 Plan”), were as follows:
NameTitleDate of Adoption of Rule 10b5-1 Trading PlanScheduled Expiration Date of Rule 10b5-1 Trading PlanNumber of Shares to be Sold under the Plan
Caryn Seidman BeckerChairman and Chief Executive OfficerSeptember 13, 2024December 16, 20251,000,000 
Michael BarkinDirectorSeptember 12, 2024December 16, 202540,000 
Non-Rule 10b5-1 Arrangement Adopted false  
Rule 10b5-1 Arrangement Terminated false  
Non-Rule 10b5-1 Arrangement Terminated false  
Caryn Seidman Becker [Member]    
Trading Arrangements, by Individual    
Name Caryn Seidman Becker  
Title Chairman and Chief Executive Officer  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date September 13, 2024  
Expiration Date December 16, 2025  
Arrangement Duration 459 days  
Aggregate Available 1,000,000 1,000,000
Michael Barkin [Member]    
Trading Arrangements, by Individual    
Name Michael Barkin  
Title Director  
Rule 10b5-1 Arrangement Adopted true  
Adoption Date September 12, 2024  
Expiration Date December 16, 2025  
Arrangement Duration 460 days  
Aggregate Available 40,000 40,000
v3.24.3
Basis of Presentation and Summary of Significant Accounting Policies (Policies)
 9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
Description and Organization
Description and Organization

Clear Secure, Inc. (the “Company” and together with its consolidated subsidiaries, “CLEAR,” “we,” “us,” “our”) is a holding company and its principal asset is the controlling equity interest in Alclear Holdings, LLC (“Alclear”). In connection with the Company’s reorganization (the “Reorganization”) completed prior to the completion of its initial public offering (“IPO”), Alclear was formed as a Delaware limited liability company on January 21, 2010 and operates under the terms of the Second Amended and Restated Operating Agreement dated June 7, 2023 (the “Operating Agreement”). As the sole managing member of Alclear, the Company operates and controls all of the business and affairs of Alclear, and through Alclear and its subsidiaries, conducts the Company’s business.

The Company operates a secure identity platform under the brand name CLEAR primarily in the United States. CLEAR's current offerings include: CLEAR Plus, a consumer aviation subscription service, which enables access to predictable and fast experiences through dedicated entry lanes in airport security checkpoints within our nationwide network of 58 airports (as of the date of this filing); TSA PreCheck® Enrollment Provided by CLEAR at 52 airports and 10 Staples locations (as of the date of this filing), which offers consumers increased choice in how and where to sign up for this popular trusted traveler program; CLEAR Mobile at 3 airports (as of the date of this filing), which delivers predictable airport security for travelers by accessing a dedicated lane at airport security, simply by showing a QR code, that is free to CLEAR Plus Members and available to all travelers by purchasing a day pass—valid for 24 hours; CLEAR Verified, our B2B offering, which enables our partners to leverage our digital identity technology and reusable member network to facilitate secure and frictionless experiences digitally and physically via our software development kits and application programming interfaces; and our free flagship CLEAR app, which offers consumer products like Home-to-Gate and includes RESERVE Powered by CLEAR, our virtual queuing technology that enables customers to prebook a spot in airport security line so they don’t have to wait.
Basis of Accounting
These condensed consolidated financial statements have been prepared in accordance with United States (“U.S.”) generally accepted accounting principles (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments consisting only of normal recurring adjustments necessary for a fair presentation have been reflected in these condensed consolidated financial statements. Operating results for the interim periods presented are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2024.

The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts that are reported in the condensed consolidated financial statements and accompanying disclosures. Although these estimates are based on management’s best knowledge of current events and actions that the Company may undertake in the future, actual results may differ from those estimates.

These condensed consolidated financial statements and notes thereto should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023 (the “2023 Form 10-K”).
The condensed consolidated financial statements are presented in US Dollars, which is the Company’s reporting currency.
Recently Adopted Accounting Pronouncements
Recently Adopted Accounting Pronouncements
The Company adopted all applicable standards effective as of December 31, 2023, within these condensed consolidated financial statements. There was no material impact as a result. There are no newly issued standards since December 31, 2023 that are applicable to the Company.
Fair Value Measurements Fair Value Measurements
The Company values its available-for-sale securities and certain liabilities based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In order to increase consistency and comparability in fair value measurements, a fair value hierarchy that prioritizes observable and unobservable inputs is used to measure fair value into three broad levels, which are described below:
Level 1 –    Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs.
Level 2 –    Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in inactive markets or model-derived valuations in which all significant inputs are observable or can be derived principally from or corroborated with observable market data.
Level 3 –     Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs.
In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs to the extent possible. In addition, the Company considers counterparty credit risk in its assessment of fair value.
The asset or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs.
The following is a description of the valuation methodologies used for certain assets and liabilities measured at fair value, which are not considered Level 1 items.
Corporate bonds – Valued at the closing price reported on the active market on which the individual securities, all of which have counterparts with high credit ratings, are traded.
Commercial paper – Value is based on yields currently available on comparable securities of issuers with similar credit ratings.
Money market funds – Valued at the net asset value (“NAV”) of units of a collective fund. The NAV is used as a practical expedient to estimate fair value. This practical expedient is not used when it is determined to be probable that the fund will sell the investment for an amount different than the reported NAV.

The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Company believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.
v3.24.3
Revenue (Tables)
 9 Months Ended
Sep. 30, 2024
Revenue from Contract with Customer [Abstract]  
Schedule of Changes in Deferred Revenue The following table presents changes in the deferred revenue balance for the nine months ended September 30, 2024.
2024
Balance as of January 1$376,253 
Deferral of revenue596,774 
Recognition of deferred revenue(555,949)
Balance as of September 30
$417,078 
v3.24.3
Prepaid Expenses and Other Current Assets (Tables)
 9 Months Ended
Sep. 30, 2024
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
Schedule of Prepaid Expenses and Other Current Asset
Prepaid expenses and other current assets as of September 30, 2024 and December 31, 2023 consist of the following:
September 30,
2024		December 31,
2023
Prepaid software licenses$12,334 $10,306 
Coronavirus aid, relief, and economic security act retention credit— 1,002 
Prepaid insurance costs2,891 1,946 
Other current assets9,997 8,755 
Total$25,222 $22,009 
v3.24.3
Fair Value Measurements (Tables)
 9 Months Ended
Sep. 30, 2024
Fair Value Disclosures [Abstract]  
Schedule of Contractual Maturities of Investments
The contractual maturities of investments classified as marketable securities are as follows:
September 30,
2024		December 31,
2023
Due within 1 year$323,513 $439,155 
Due after 1 year through 2 years188,299 226,042 
Total marketable securities
$511,812 $665,197 
Schedule of Marketable Securities
The following table represents the amortized cost, gross unrealized gains and losses, and fair market value of the Company’s marketable securities by significant investment category in addition to their fair value level at September 30, 2024 and December 31, 2023.
As of September 30, 2024
Amortized CostGross Unrealized GainsGross Unrealized LossesFair ValueLevel
Commercial paper$12,534 $14 $— $12,548 2 
U.S. Treasuries182,070 314 (51)182,333 1 
Corporate bonds297,144 1,670 (77)298,737 2 
Money market funds measured at NAV (a)18,194 — — 18,194 N/A
Total marketable securities$509,942 $1,998 $(128)$511,812 
As of December 31, 2023
Amortized CostGross Unrealized GainsGross Unrealized LossesFair ValueLevel
Commercial paper$42,903 $16 $(24)$42,895 2 
U.S. Treasuries324,274 2,896 (257)326,913 1 
Corporate bonds294,540 969 (564)294,945 2 
Money market funds measured at NAV (a)444 — — 444 N/A
Total marketable securities$662,161 $3,881 $(845)$665,197 
(a)Money market funds that were measured at NAV per share (or its equivalent) have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the line items presented in the condensed consolidated balance sheets.
v3.24.3
Property and Equipment, net (Tables)
 9 Months Ended
Sep. 30, 2024
Property, Plant and Equipment [Abstract]  
Schedule of Property and Equipment
Property and equipment as of September 30, 2024 and December 31, 2023 consist of the following:
Depreciation Period in YearsSeptember 30,
2024		December 31,
2023
Internally developed software
3 - 5
$68,553 $62,306 
Acquired software36,441 6,539 
Equipment536,863 33,624 
Leasehold improvements
1 - 15
9,085 9,113 
Furniture and fixtures514,100 12,709 
Construction in progress9,200 8,672 
Total property and equipment, cost144,242 132,963 
Less: accumulated depreciation(86,482)(70,352)
Total property and equipment, net$57,760 $62,611 
v3.24.3
Intangible Assets, net (Tables)
 9 Months Ended
Sep. 30, 2024
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Intangible Assets
See below for Intangible assets, net as of September 30, 2024 and December 31, 2023:
Weighted
Average Useful
Life in Years		September 30,
2024		December 31, 2023
Patents20.0$2,518 $3,312 
Acquired intangibles - technology3.05,130 5,130 
Acquired intangibles - customer relationships6.418,370 18,370 
Acquired intangibles - brand names3.4500 500 
Indefinite lived intangible assets311 310 
Total intangible assets, cost26,829 27,622 
Less: accumulated amortization(9,954)(6,797)
Intangible assets, net$16,875 $20,825 
v3.24.3
Other Assets (Tables)
 9 Months Ended
Sep. 30, 2024
Other Assets, Noncurrent [Abstract]  
Schedule of Other Assets
Other assets consist of the following as of September 30, 2024 and December 31, 2023:
September 30,
2024		December 31,
2023
Security deposits$280 $273 
Loan fees99 198 
Certificates of deposit— 459 
Coronavirus aid, relief, and economic security act retention credit1,002 —
Strategic investment7,000 6,000
Other long-term assets2,611 1,477 
Total$10,992 $8,407 
v3.24.3
Accrued Liabilities and Other Long Term Liabilities (Tables)
 9 Months Ended
Sep. 30, 2024
Accrued Liabilities and Other Liabilities [Abstract]  
Schedule of Accrued Liabilities
Accrued liabilities consist of the following as of September 30, 2024 and December 31, 2023:
September 30,
2024		December 31,
2023
Accrued compensation and benefits$19,374 $18,690 
Accrued partnership liabilities64,868 96,284 
Lease liability6,010 5,727 
Other accrued liabilities39,479 43,314 
Total$129,731 $164,015 
Schedule of Other Long Term Liabilities
Other long term liabilities consist of the following as of September 30, 2024 and December 31, 2023:
September 30,
2024		December 31,
2023
Deferred tax liability$1,438 $1,711 
Lease liability117,071 121,655 
Other long term liabilities1,345 370 
Total$119,854 $123,736 
v3.24.3
Stockholder’s Equity (Tables)
 9 Months Ended
Sep. 30, 2024
Stockholders' Equity Note [Abstract]  
Schedule of Noncontrolling Interest The following table summarizes the ownership of Alclear Units as of September 30, 2024:
Alclear UnitsOwnership Percentage
Alclear Units held by Alclear post-reorganization members (other than the Co-Founders and Clear Secure, Inc.)19,750,578 14.17 %
Alclear Units held by the Co-Founders25,046,690 17.97 %
Total44,797,268 32.15 %
v3.24.3
Incentive Plans (Tables)
 9 Months Ended
Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Schedule of Activity Related to the RSAs Associated With Compensation Arrangements
The following is a summary of activity related to the RSUs associated with compensation arrangements during the nine months ended September 30, 2024:
RSU’sWeighted-
Average
Grant-Date
Fair Value
Unvested balance as of January 1, 20243,897,957 $24.85 
Granted2,287,155 18.67 
Vested(943,353)29.13 
Forfeited(1,341,245)22.81 
Unvested balance as of September 30, 2024
3,900,514 $21.13 
Schedule of Unvested Restricted Stock Units Expected Vesting Period
The following is a vesting schedule of the expected vesting period related to the unvested RSUs as of September 30, 2024:
Unvested RSU’s
Expected to vest within 1 year1,541,630 
Expected to vest between 1 to 2 years1,378,685 
Expected to vest between 2 to 3 years980,199 
Unvested balance as of September 30, 2024
3,900,514 
Schedule of Compensation Expense Related to the RSAs
Below is the compensation expense recognized related to the RSUs within the condensed consolidated statements of operations:
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Cost of direct salaries and benefits$97 $229 $377 $445 
Research and development2,467 (3,584)8,431 6,808 
Sales and marketing(594)435 (106)466 
General and administrative3,142 3,368 11,281 9,991 
Total$5,112 $448 $19,983 $17,710 
Below is a summary of total compensation expense recorded in relation to the Company’s incentive plans within the condensed consolidated statements of operations:

Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
RSAs$— $1 $— $10 
RSUs5,112 448 19,983 17,710 
Founder PSUs1,031 3,716 7,055 16,759 
Total$6,143 $4,165 $27,038 $34,479 

Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Cost of direct salaries and benefits$97 $229 $377 $445 
Research and development2,467 (3,583)8,431 $6,813 
Sales and marketing(594)435 (106)466 
General and administrative4,173 7,084 18,336 26,755 
Total$6,143 $4,165 $27,038 $34,479 
v3.24.3
Net Income per Common Share (Tables)
 9 Months Ended
Sep. 30, 2024
Earnings Per Share [Abstract]  
Schedule of Calculation of Basic and Diluted Net Income Per Common Share
Below is the calculation of basic and diluted net income per common share:
Three Months Ended September 30, 2024
Three Months Ended September 30, 2023
Class AClass BClass AClass B
Basic:
Net income attributable to Clear Secure, Inc.$23,243 $224 $15,192 $154 
Weighted-average number of shares outstanding, basic92,702,778 891,582 89,189,192 907,234 
Net income per common share, basic:$0.25 $0.25 $0.17 $0.17 
Diluted:
Net income attributable to Clear Secure, Inc. used to calculate net income per common share, basic$23,243 $224 $15,192 $154 
Add: reallocation of net income to Clear Secure, Inc. to reflect dilutive impact68 (3)29 (1)
Net income attributable to Clear Secure, Inc. used to calculate net income per common share, diluted23,311 220 15,221 153 
Weighted-average number of shares outstanding used to calculate net income per common share, basic92,702,778 891,582 89,189,192 907,234 
Effect of dilutive shares1,576,293 — 779,363 — 
Weighted-average number of shares outstanding, diluted94,279,071 891,582 89,968,555 907,234 
Net income per common share, diluted:$0.25 $0.25 $0.17 $0.17 
Nine Months Ended September 30, 2024Nine Months Ended September 30, 2023
Class AClass BClass AClass B
Basic:
Net income attributable to Clear Secure, Inc.$65,748 $643 $13,991 $142 
Weighted-average number of shares outstanding, basic92,174,755 901,979 89,436,795 907,234 
Net income per common share, basic:$0.71 $0.71 $0.16 $0.16 
Diluted:
Net income attributable to Clear Secure, Inc. used to calculate net income per common share, basic$65,748 $643 $13,991 $142 
Add: reallocation of net income to Clear Secure, Inc. to reflect dilutive impact132 (6)(21)(2)
Net income attributable to Clear Secure, Inc. used to calculate net income per common share, diluted65,880 637 13,970 140 
Weighted-average number of shares outstanding used to calculate net income per common share, basic92,174,755 901,979 89,436,795 907,234 
Effect of dilutive shares1,089,188 — 1,066,367 — 
Weighted-average number of shares outstanding, diluted93,263,943 901,979 90,503,162 907,234 
Net income per common share, diluted:$0.71 $0.71 $0.15 $0.15 
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share
The following tables present potentially dilutive securities excluded from the computations of diluted earnings per share of Class A Common Stock and Class B Common Stock for the three and nine months ended September 30, 2024 and September 30, 2023:
Three and Nine Months Ended September 30, 2024
Class AClass B
Exchangeable Alclear Units19,750,578 25,046,690 
RSU’s460,559 — 
Total20,211,137 25,046,690 

Three and Nine Months Ended September 30, 2023
Class AClass B
Exchangeable Alclear Units34,776,689 25,796,690 
RSU’s592,397 — 
Total35,369,086 25,796,690 
v3.24.3
Commitments and Contingencies (Tables)
 9 Months Ended
Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
Schedule of Future Minimum Payments These future minimum payments are as follows as of September 30, 2024:
2024$8,309 
202528,705 
202614,169 
202710,507 
20288,103 
Thereafter1,230 
Total$71,023 
v3.24.3
Description of Business and Recent Accounting Developments (Details)
 9 Months Ended
Sep. 30, 2024
airport
location
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Number of airports 58
Number of airports with TSA precheck enrollment provided by clear 52
Number of staples with TSA precheck enrollment provided by clear | location 10
Number of airports, TSA precheck enrollment provided by clear mobile 3
v3.24.3
Business Combinations (Details)
$ in Thousands
 9 Months Ended
Sep. 05, 2023
USD ($)
tranche
Sep. 30, 2024
USD ($)
Dec. 31, 2023
USD ($)
Business Acquisition [Line Items]      
Goodwill   $ 62,757 $ 62,757
Acquired intangibles - customer relationships      
Business Acquisition [Line Items]      
Finite-live intangible assets useful life   6 years 4 months 24 days  
Sora ID, Inc.      
Business Acquisition [Line Items]      
Purchase consideration $ 5,250    
Business combination, consideration transferred, liabilities incurred $ 1,500    
Business combination, consideration transferred, number of tranches | tranche 2    
Goodwill $ 3,950    
Acquired intangible assets $ 1,300    
Business combination, contingent consideration arrangements, payment due, period 1 year    
Compensation expense related to the post-combination remuneration   $ 296  
Sora ID, Inc. | Retention Bonus      
Business Acquisition [Line Items]      
Contingent consideration arrangements $ 4,000 813  
Sora ID, Inc. | Post-combination Remuneration      
Business Acquisition [Line Items]      
Business combination, consideration transferred, number of tranches | tranche 2    
Contingent consideration arrangements $ 9,000 $ 3,000  
Sora ID, Inc. | Acquired intangibles - customer relationships      
Business Acquisition [Line Items]      
Finite-live intangible assets useful life 3 years    
Sora ID, Inc. | Developed Technology Rights      
Business Acquisition [Line Items]      
Finite-live intangible assets useful life 5 years    
Sora ID, Inc. | Minimum      
Business Acquisition [Line Items]      
Business combination, deferred consideration arrangements, payable term 15 months    
Sora ID, Inc. | Maximum      
Business Acquisition [Line Items]      
Business combination, deferred consideration arrangements, payable term 30 months    
v3.24.3
Revenue - Schedule of Changes in Deferred Revenue (Details)
$ in Thousands
 9 Months Ended
Sep. 30, 2024
USD ($)
Change in Contract with Customer, Liability [Roll Forward]  
Beginning balance $ 376,253
Deferral of revenue 596,774
Recognition of deferred revenue (555,949)
Ending balance $ 417,078
v3.24.3
Revenue - Narrative (Details) - USD ($)
$ in Thousands
 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Revenue from Contract with Customer [Abstract]    
Refund liability $ 3,772  
Revenue recognized included in opening balance $ 350,175 $ 257,669
v3.24.3
Prepaid Expenses and Other Current Assets - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]    
Prepaid software licenses $ 12,334 $ 10,306
Coronavirus aid, relief, and economic security act retention credit 0 1,002
Prepaid insurance costs 2,891 1,946
Other current assets 9,997 8,755
Total $ 25,222 $ 22,009
v3.24.3
Fair Value Measurements - Schedule of Contractual Maturities of Investments (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Fair Value Disclosures [Abstract]    
Due within 1 year $ 323,513 $ 439,155
Due after 1 year through 2 years 188,299 226,042
Total marketable securities $ 511,812 $ 665,197
v3.24.3
Fair Value Measurements - Schedule of Marketable Securities (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Fair Value $ 511,812 $ 665,197
Recurring    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Amortized Cost 509,942 662,161
Gross Unrealized Gains 1,998 3,881
Gross Unrealized Losses (128) (845)
Fair Value 511,812 665,197
Recurring | Level 2 | Commercial paper    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Amortized Cost 12,534 42,903
Gross Unrealized Gains 14 16
Gross Unrealized Losses 0 (24)
Fair Value 12,548 42,895
Recurring | Level 2 | Corporate bonds    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Amortized Cost 297,144 294,540
Gross Unrealized Gains 1,670 969
Gross Unrealized Losses (77) (564)
Fair Value 298,737 294,945
Recurring | Level 1 | U.S. Treasuries    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Amortized Cost 182,070 324,274
Gross Unrealized Gains 314 2,896
Gross Unrealized Losses (51) (257)
Fair Value 182,333 326,913
Recurring | Net Asset Value (NAV) | Money market funds measured at NAV    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Amortized Cost 18,194 444
Fair Value $ 18,194 $ 444
v3.24.3
Fair Value Measurements - Narrative (Details)
$ in Thousands
Sep. 30, 2024
USD ($)
investment
Dec. 31, 2023
investment
Fair Value Disclosures [Abstract]    
Continuous unrealized loss for 12 months or longer value. | $ $ 86,168  
Continuous unrealized loss position from marketable securities | investment 0 0
v3.24.3
Property and Equipment, net - Schedule of Property and Equipment (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Property, Plant and Equipment [Line Items]    
Total property and equipment, cost $ 144,242 $ 132,963
Less: accumulated depreciation (86,482) (70,352)
Total property and equipment, net 57,760 62,611
Internally developed software    
Property, Plant and Equipment [Line Items]    
Total property and equipment, cost $ 68,553 62,306
Internally developed software | Minimum    
Property, Plant and Equipment [Line Items]    
Depreciation Period in Years 3 years  
Internally developed software | Maximum    
Property, Plant and Equipment [Line Items]    
Depreciation Period in Years 5 years  
Acquired software    
Property, Plant and Equipment [Line Items]    
Depreciation Period in Years 3 years  
Total property and equipment, cost $ 6,441 6,539
Equipment    
Property, Plant and Equipment [Line Items]    
Depreciation Period in Years 5 years  
Total property and equipment, cost $ 36,863 33,624
Leasehold improvements    
Property, Plant and Equipment [Line Items]    
Total property and equipment, cost $ 9,085 9,113
Leasehold improvements | Minimum    
Property, Plant and Equipment [Line Items]    
Depreciation Period in Years 1 year  
Leasehold improvements | Maximum    
Property, Plant and Equipment [Line Items]    
Depreciation Period in Years 15 years  
Furniture and fixtures    
Property, Plant and Equipment [Line Items]    
Depreciation Period in Years 5 years  
Total property and equipment, cost $ 14,100 12,709
Construction in progress    
Property, Plant and Equipment [Line Items]    
Total property and equipment, cost $ 9,200 $ 8,672
v3.24.3
Property and Equipment, net - Narrative (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Property, Plant and Equipment [Abstract]        
Depreciation of property and equipment $ 5,619 $ 4,417 $ 16,347 $ 12,933
Capitalized costs associated with internally developed software 1,659   5,241  
Capitalized equity-based compensation 205   650  
Amortization expense 3,496 2,612 9,912 6,764
Impairment of assets 0 0 0 2,201
Purchase of fixed assets with accounts payable 320 1,272 320 1,272
Purchase of fixed assets with accrued liabilities $ 2,088 $ 188 $ 2,088 $ 188
v3.24.3
Leases (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Lessee Disclosure [Abstract]        
Cash paid for amounts included in the measurement of operating lease liabilities $ 3,740 $ 3,758 $ 11,212 $ 8,598
Impairment on ROU asset       1,506
Sublease income $ 445 $ 444 $ 1,333 $ 1,123
v3.24.3
Intangible Assets, net - Schedule of Intangible Assets, net (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Indefinite-Lived Intangible Assets [Abstract]    
Indefinite lived intangible assets $ 311 $ 310
Intangible Assets, Net (Excluding Goodwill) [Abstract]    
Total intangible assets, cost 26,829 27,622
Less: accumulated amortization (9,954) (6,797)
Intangible assets, net $ 16,875 20,825
Patents    
Finite-Lived Intangible Assets [Line Items]    
Weighted Average Useful Life in Years 20 years  
Finite-lived intangible assets $ 2,518 3,312
Acquired intangibles - technology    
Finite-Lived Intangible Assets [Line Items]    
Weighted Average Useful Life in Years 3 years  
Finite-lived intangible assets $ 5,130 5,130
Acquired intangibles - customer relationships    
Finite-Lived Intangible Assets [Line Items]    
Weighted Average Useful Life in Years 6 years 4 months 24 days  
Finite-lived intangible assets $ 18,370 18,370
Acquired intangibles - brand names    
Finite-Lived Intangible Assets [Line Items]    
Weighted Average Useful Life in Years 3 years 4 months 24 days  
Finite-lived intangible assets $ 500 $ 500
v3.24.3
Intangible Assets, net - Narrative (Details) - USD ($)
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Goodwill and Intangible Assets Disclosure [Abstract]        
Amortization of intangible assets $ 1,351,000 $ 843,000 $ 3,156,000 $ 2,483,000
Impairment of intangible assets $ 0 $ 0 $ 0 $ 0
v3.24.3
Restricted Cash (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Cash and Cash Equivalents [Line Items]    
Restricted cash $ 3,410 $ 4,501
Bank Time Deposits    
Cash and Cash Equivalents [Line Items]    
Restricted cash $ 3,410 $ 4,501
v3.24.3
Other Assets (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Other Assets, Noncurrent [Abstract]    
Security deposits $ 280 $ 273
Loan fees 99 198
Certificates of deposit 0 459
Coronavirus aid, relief, and economic security act retention credit 1,002 0
Strategic investment 7,000 6,000
Other long-term assets 2,611 1,477
Total $ 10,992 $ 8,407
v3.24.3
Accrued Liabilities and Other Long Term Liabilities - Schedule of Accrued Liabilities / Other Long Term Liabilities (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Accrued Liabilities    
Accrued compensation and benefits $ 19,374 $ 18,690
Accrued partnership liabilities 64,868 96,284
Lease liability 6,010 5,727
Other accrued liabilities 39,479 43,314
Total $ 129,731 $ 164,015
Other Long Term Liabilities    
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] Total Total
Deferred tax liability $ 1,438 $ 1,711
Lease liability 117,071 121,655
Other long term liabilities 1,345 370
Total $ 119,854 $ 123,736
v3.24.3
Warrants (Details) - USD ($)
$ in Thousands
 1 Months Ended 3 Months Ended 9 Months Ended
Jan. 31, 2023
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Class of Warrant or Right [Line Items]          
Warrants, aggregate intrinsic value, vested $ 16,136        
Expenses related to warrants   $ 6,143 $ 4,165 $ 27,038 $ 34,479
Warrant | Exercisable for Alclear Units          
Class of Warrant or Right [Line Items]          
Expenses related to warrants   $ 0 $ 0 $ 0 $ 623
Warrant          
Class of Warrant or Right [Line Items]          
Unrecognized expense $ 1,038        
Warrants, exercises in period (in shares) 534,655        
v3.24.3
Stockholder’s Equity - Narrative (Details) - USD ($)
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Jun. 30, 2024
Mar. 31, 2024
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Sep. 30, 2024
Dec. 31, 2023
Class of Stock [Line Items]                
Repurchase and retirement of equity $ 75,160,000 $ 64,618,000 $ 85,382,000 $ 11,027,000 $ 38,628,000 $ 6,469,000    
Stock repurchased, value             $ 0  
Common stock, dividends (in USD per share) $ 0.10 $ 0.10            
O 2024 Q1 Dividends                
Class of Stock [Line Items]                
Common stock, dividends (in USD per share)     $ 0.09          
S 2024 Q1 Dividends                
Class of Stock [Line Items]                
Common stock, dividends (in USD per share)     $ 0.32          
Non-controlling interest                
Class of Stock [Line Items]                
Repurchase and retirement of equity $ 7,569,000 $ 12,582,000 $ 32,868,000 $ 2,451,000 $ 15,700,000 $ (911,000)    
Alclear Holdings LLC | Non-controlling interest                
Class of Stock [Line Items]                
Ownership percentage 32.15%           32.15% 38.51%
Common Class A                
Class of Stock [Line Items]                
Repurchased and retirement of equity (in shares)             11,983,612  
Repurchase and retirement of equity             $ 225,160,000  
Average price paid per share (in USD per share)             $ 18.78  
Remaining authorized repurchase amount $ 100,490,000           $ 100,490,000  
Common Class A | Non-controlling Interest Exchange                
Class of Stock [Line Items]                
Stock issued during period (in shares)             13,264,336  
v3.24.3
Stockholder’s Equity -Schedule of Non-controlling Interest (Details) - Non-controlling interest - Alclear Holdings LLC - shares
Sep. 30, 2024
Dec. 31, 2023
Class of Stock [Line Items]    
Alclear units (in shares) 44,797,268  
Ownership Percentage 32.15% 38.51%
Alclear Units held by Alclear post-reorganization members (other than the Co-Founders and Clear Secure, Inc.)    
Class of Stock [Line Items]    
Alclear units (in shares) 19,750,578  
Ownership Percentage 14.17%  
Alclear Units held by the Co-Founders    
Class of Stock [Line Items]    
Alclear units (in shares) 25,046,690  
Ownership Percentage 17.97%  
v3.24.3
Incentive Plans - Narrative (Details)
$ / shares in Units, $ in Thousands
 1 Months Ended 9 Months Ended
Jun. 29, 2021
shares
Jun. 30, 2021
$ / shares
shares
Sep. 30, 2024
USD ($)
$ / shares
shares
RSUs      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Award requisite service period (in years)     3 years
Unrecognized expense | $     $ 57,230
Period for recognition (in years)     2 years 2 months 4 days
Granted (in shares)     2,287,155
Granted (in USD per share) | $ / shares     $ 18.67
Founder PSUs      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Unrecognized expense | $     $ 3,046
Period for recognition (in years)     4 months 28 days
Expected volatility rate   45.00%  
Award vesting period (in years)   5 years  
Price volatility measurement period (in days)   180 days  
Granted (in shares)   4,208,617  
Granted (in USD per share) | $ / shares   $ 16.54  
2021 Omnibus Incentive Plan      
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]      
Shares authorized (in shares) 20,000,000    
Percent increase in authorized shares 0.05    
Maximum percentage of outstanding stock 12.00%    
v3.24.3
Incentive Plans - Schedule of Share-based Payment Arrangements (Details) - RSUs - $ / shares
 9 Months Ended
Sep. 30, 2024
Dec. 31, 2023
Number of shares    
Unvested balance, beginning of period (in shares) 3,897,957  
Granted (in shares) 2,287,155  
Vested (in shares) (943,353)  
Forfeited (in shares) (1,341,245)  
Unvested balance, end of period (in shares) 3,900,514  
Weighted- Average Grant-Date Fair Value    
Unvested balance, beginning of period (in USD per share) $ 21.13 $ 24.85
Granted (in USD per share) 18.67  
Vested (in USD per share) 29.13  
Forfeited (in USD per share) 22.81  
Unvested balance, end of period (in USD per share) $ 21.13  
v3.24.3
Incentive Plans - Schedule of the Expected Vesting Period (Details) - RSU’s - shares
Sep. 30, 2024
Dec. 31, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Share-based compensation arrangement by share-based payment award, equity instruments other than options, nonvested, number (in shares) 3,900,514 3,897,957
Expected to vest within 1 year    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Share-based compensation arrangement by share-based payment award, equity instruments other than options, nonvested, number (in shares) 1,541,630  
Expected to vest between 1 to 2 years    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Share-based compensation arrangement by share-based payment award, equity instruments other than options, nonvested, number (in shares) 1,378,685  
Expected to vest between 2 to 3 years    
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]    
Share-based compensation arrangement by share-based payment award, equity instruments other than options, nonvested, number (in shares) 980,199  
v3.24.3
Incentive Plans - Schedule of Compensation Expense (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Compensation expense $ 6,143 $ 4,165 $ 27,038 $ 34,479
Cost of direct salaries and benefits        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Compensation expense 97 229 377 445
Research and development        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Compensation expense 2,467 435 8,431 466
Sales and marketing        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Compensation expense (594) 7,084 (106) 26,755
General and administrative        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Compensation expense 4,173 (3,583) 18,336 6,813
RSAs        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Compensation expense 0 1 0 10
RSUs        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Compensation expense 5,112 448 19,983 17,710
RSUs | Cost of direct salaries and benefits        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Compensation expense 97 229 377 445
RSUs | Research and development        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Compensation expense 2,467 (3,584) 8,431 6,808
RSUs | Sales and marketing        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Compensation expense (594) 435 (106) 466
RSUs | General and administrative        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Compensation expense 3,142 3,368 11,281 9,991
Founder PSUs        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Compensation expense $ 1,031 $ 3,716 $ 7,055 $ 16,759
v3.24.3
Net Income per Common Share - Schedule of Calculation of Basic and Diluted Net Income Per Common Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Basic:        
Net income attributable to Clear Secure, Inc. $ 23,465 $ 15,346 $ 66,390 $ 14,133
Common Class A        
Basic:        
Net income attributable to Clear Secure, Inc. $ 23,243 $ 15,192 $ 65,748 $ 13,991
Weighted-average number of shares outstanding, basic (in shares) 92,702,778 89,189,192 92,174,755 89,436,795
Net income per common share, basic (in USD per share) $ 0.25 $ 0.17 $ 0.71 $ 0.16
Diluted:        
Net income attributable to Clear Secure, Inc. used to calculate net income per common share, basic $ 23,243 $ 15,192 $ 65,748 $ 13,991
Add: reallocation of net income to Clear Secure, Inc. to reflect dilutive impact 68 29 132 (21)
Net income attributable to Clear Secure, Inc. used to calculate net income per common share, diluted $ 23,311 $ 15,221 $ 65,880 $ 13,970
Weighted-average number of shares outstanding used to calculate net income per common share, basic (in shares) 92,702,778 89,189,192 92,174,755 89,436,795
Effect of dilutive shares (in shares) 1,576,293 779,363 1,089,188 1,066,367
Weighted-average number of shares outstanding, diluted (in shares) 94,279,071 89,968,555 93,263,943 90,503,162
Net income per common share, diluted (in USD per share) $ 0.25 $ 0.17 $ 0.71 $ 0.15
Common Class B        
Basic:        
Net income attributable to Clear Secure, Inc. $ 224 $ 154 $ 643 $ 142
Weighted-average number of shares outstanding, basic (in shares) 891,582 907,234 901,979 907,234
Net income per common share, basic (in USD per share) $ 0.25 $ 0.17 $ 0.71 $ 0.16
Diluted:        
Net income attributable to Clear Secure, Inc. used to calculate net income per common share, basic $ 224 $ 154 $ 643 $ 142
Add: reallocation of net income to Clear Secure, Inc. to reflect dilutive impact (3) (1) (6) (2)
Net income attributable to Clear Secure, Inc. used to calculate net income per common share, diluted $ 220 $ 153 $ 637 $ 140
Weighted-average number of shares outstanding used to calculate net income per common share, basic (in shares) 891,582 907,234 901,979 907,234
Effect of dilutive shares (in shares) 0 0 0 0
Weighted-average number of shares outstanding, diluted (in shares) 891,582 907,234 901,979 907,234
Net income per common share, diluted (in USD per share) $ 0.25 $ 0.17 $ 0.71 $ 0.15
v3.24.3
Net Income per Common Share - Schedule of Anti-dilutive Securities (Details) - shares
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2024
Sep. 30, 2023
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]      
Dilutive shares (in shares) 4,504,834 4,504,834  
Common Class A      
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]      
Dilutive shares (in shares) 20,211,137   35,369,086
Common Class A | Exchangeable Alclear Units      
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]      
Dilutive shares (in shares) 19,750,578   34,776,689
Common Class A | RSU’s      
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]      
Dilutive shares (in shares) 460,559   592,397
Common Class B      
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]      
Dilutive shares (in shares)   25,046,690 25,796,690
Common Class B | Exchangeable Alclear Units      
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]      
Dilutive shares (in shares)   25,046,690 25,796,690
Common Class B | RSU’s      
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items]      
Dilutive shares (in shares)   0 0
v3.24.3
Net Income per Common Share - Narrative (Details) - shares
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2024
Earnings Per Share [Abstract]    
Dilutive shares (in shares) 4,504,834 4,504,834
v3.24.3
Income Taxes (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Operating Loss Carryforwards [Line Items]        
Income tax expense (benefit) $ 4,751 $ 754 $ 7,125 $ 846
Pretax income (loss) $ 42,775 $ 27,617 $ 115,828 $ 27,470
Effective income tax rate 11.10% 2.70% 6.20% 3.10%
Income taxes paid $ 1,788   $ 4,538  
Percent of savings for holders     0.85  
Percent of savings for the company     0.15  
Tax receivable liabilities 162,125   $ 162,125  
Tax distribution to members     24,979 $ 13,929
Alclear Holdings LLC        
Operating Loss Carryforwards [Line Items]        
Tax distribution liability $ 15,379   $ 15,379  
Common Class A        
Operating Loss Carryforwards [Line Items]        
Repurchased and retirement of equity (in shares)     11,983,612  
Common Class A | Non-controlling Interest Exchange        
Operating Loss Carryforwards [Line Items]        
Issuance of stock, net of costs (in shares)     13,264,336  
Stock issued during period, excluding class exchange (in shares)     13,234,336  
v3.24.3
Commitments and Contingencies - Narrative (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Long-term Purchase Commitment [Line Items]        
Long-term purchase commitment, amount     $ 16,225  
Long-term purchase commitment, period     3 years  
Marketing expense $ 1,123 $ 1,310 $ 3,539 $ 3,970
Sales and marketing        
Long-term Purchase Commitment [Line Items]        
Long-term purchase commitment, amount     $ 5,301  
v3.24.3
Commitments and Contingencies - Schedule of Future Minimum Payments (Details)
$ in Thousands
Sep. 30, 2024
USD ($)
Commitments and Contingencies Disclosure [Abstract]  
2024 $ 8,309
2025 28,705
2026 14,169
2027 10,507
2028 8,103
Thereafter 1,230
Total $ 71,023
v3.24.3
Related Party Transactions (Details) - USD ($)
$ in Thousands
 1 Months Ended 3 Months Ended 9 Months Ended
Jul. 31, 2024
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Dec. 31, 2023
Related Party Transaction [Line Items]            
Cost of revenue share fee   $ 28,592 $ 22,885 $ 79,049 $ 63,674  
Related Party            
Related Party Transaction [Line Items]            
Accounts payable   3,974   3,974   $ 3,508
Cost of revenue share fee   $ 3,785 $ 3,523 $ 9,738 $ 9,188  
Repurchased and retirement of equity (in shares) 4,000,000          
v3.24.3
Employee Benefit Plan (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Retirement Benefits [Abstract]        
Discretionary contribution amount $ 317 $ 422 $ 1,665 $ 1,817
v3.24.3
Debt (Details) - USD ($)
 1 Months Ended
Mar. 31, 2020
Sep. 30, 2024
Dec. 31, 2023
Apr. 30, 2021
Line of Credit Facility [Line Items]        
Debt issuance costs, gross   $ 396,000    
Prepaid loan fees   231,000 $ 419,000  
Remaining borrowing capacity   67,794,000    
Revolving Credit Facility | Credit Agreement April 2021        
Line of Credit Facility [Line Items]        
Long-term line of credit   0    
Revolving Credit Facility | Line of Credit | Credit Agreement March 30, 2020        
Line of Credit Facility [Line Items]        
Debt instrument term (in years) 3 years      
Maximum borrowing capacity $ 50,000      
Long-term line of credit   $ 0    
Revolving Credit Facility | Line of Credit | Credit Agreement April 2021        
Line of Credit Facility [Line Items]        
Maximum borrowing capacity       $ 100,000
v3.24.3
Subsequent Events (Details) - $ / shares
 3 Months Ended
Oct. 31, 2024
Sep. 30, 2024
Jun. 30, 2024
Subsequent Event [Line Items]      
Common stock, dividends (in USD per share)   $ 0.10 $ 0.10
Common Class A | Subsequent Event      
Subsequent Event [Line Items]      
Common stock, dividends (in USD per share) $ 0.125    
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