DEF 14A of CCC Intelligent Solutions Holdings Inc., Apr 7, 2026

DEF 14A of CCC Intelligent Solutions Holdings Inc.

Filed Apr 7, 2026 · FY20250001140361-26-013493

Open on EDGAR

  1. PROPOSAL 1 – ELECTION OF DIRECTORS

    PROPOSAL 1 – ELECTION OF DIRECTORS A plurality of the votes properly cast is required to elect each of the three nominees named herein. This means that the three nominees receiving the highest number of votes at the Annual Meeting will be elected, even if those votes do not constitute a majority of the votes cast. Withhold votes and broker non-votes will not impact the election of any nominee.

  2. Stockholder Recommendations for Director Nominees

    Stockholder Recommendations for Director Nominees The Nominating and Corporate Governance Committee will consider stockholder recommendations for membership on the Board. Recommendations should be in writing and may be submitted to 167 N. Green Street, 9th Floor, Chicago, Illinois 60607 Attn: Nominating and Corporate Governance Committee. When filling a vacancy on the Board, the Nominating and Corporate Governance Committee will identify the desired skills and experience of a new director and will recommend to the Board individuals who it believes can strengthen the Board’s capabilities and further diversify the collective experience represented by the then-current directors. The Nominating and Corporate Governance Committee may engage third parties to assist in the search and provide recommendations. The candidates will then be evaluated based on the process outlined in our Corporate Governance Guidelines and the Nominating and Corporate Governance Committee charter, and the same process will be used for all candidates, including candidates recommended by stockholders.

  3. PROPOSAL 1 – ELECTION OF DIRECTORS

    PROPOSAL 1 – ELECTION OF DIRECTORS Our Board recommends that Neil de Crescenzo, William Ingram and John Schweitzer be elected as members of the Board at the Annual Meeting. The nominees were recommended for re-election by the Nominating and Corporate Governance Committee for consideration by the Board and our stockholders. If, before the Annual Meeting, any nominee becomes unable to serve, or chooses not to serve, the Board may nominate a substitute. If that happens, the persons named as proxies on the proxy card will vote for the substitute. Alternatively, the Board may either let the vacancy stay unfilled until an appropriate candidate is identified or reduce the size of the Board to eliminate the unfilled seat.

  4. PROPOSAL 1 – ELECTION OF DIRECTORS

    | PROPOSAL 1 – ELECTION OF DIRECTORS | | | | THE BOARD RECOMMENDS THAT YOU VOTE “FOR” EACH OF THE DIRECTOR NOMINEES. |

  5. PROPOSAL 1 – ELECTION OF DIRECTORS

    | CCC | 2025 PROXY STATEMENT | Page 8 |

  6. PROPOSAL 1 – ELECTION OF DIRECTORS

    DIRECTOR NOMINEES TO SERVE FOR A THREE-YEAR TERM EXPIRING AT THE FISCAL YEAR 2029 ANNUAL MEETING.

  7. PROPOSAL 1 – ELECTION OF DIRECTORS

    | | WILLIAM INGRAM Age 69 ▪ Director Since July 30, 2021 ▪ Class II ▪ Term Expires Fiscal Year 2026 | | | William Ingram began serving on our Board in July 2021, and served as a member of the board of directors of our predecessor entity since October 2020. From December 2015 to April 2020, Mr. Ingram served as the Chief Financial Officer of Avalara, Inc., a cloud-based SaaS company providing compliance solutions to customers worldwide. From April 2015 to December 2015, he served as the interim CFO for Khan Academy, a non-profit educational | | organization. Mr. Ingram also held various executive roles at Leap Wireless International, Inc., including Executive Vice President and Chief of Strategy from August 2007 to March 2014, and with the acquiring company, AT&T, from March 2014 to January 2015. Mr. Ingram also currently serves on the board of directors of Paymentus and formerly served on the board of directors of Avalara, Inc. Mr. Ingram holds a bachelor’s degree in economics from Stanford University and a master of business administration degree from Harvard Business School. We believe that Mr. Ingram’s experience as Chief Financial Officer and a member of the Board of Directors of a cloud-based SaaS company which, until its exit from the public markets, was a member of our compensation peer group, in addition to his other experience in the technology and SaaS industries make him qualified to serve on our Board. Furthermore, his financial background and experience, including as the Chair of the Audit Committee of other publicly traded companies, makes him highly qualified to serve on and to chair our Audit Committee. | |

  8. PROPOSAL 1 – ELECTION OF DIRECTORS

    | | Neil de crescenzo Age 64 ▪ Director Since November 6, 2024 ▪ Class II ▪ Term Expires Fiscal Year 2026 | | | Neil de Crescenzo began serving on our Board in November 2024. Mr. de Crescenzo currently serves as Chief Executive Officer of TRIMEDX and previously served as Chief Executive Officer of Change Healthcare from 2013 through its acquisition by Optum (part of United Health Group) in October 2022 and as CEO of Optum Insight until October 2023. Prior to joining | | Change Healthcare, Mr. de Crescenzo held various positions at Oracle and IBM. Mr. de Crescenzo serves on the board of directors of Jazz at Lincoln Center, is a Trustee of the Committee for Economic Development of the Conference Board and is a past Chairman of the Healthcare Leadership Council. Mr. de Crescenzo holds a bachelors degree in political science from Yale University and a master of business administration from Northeastern University. We believe that Mr. de Crescenzo’s current and prior experience as a Chief Executive Officer within the healthcare and FinTech industries makes him qualified to serve on our Board. | |

  9. PROPOSAL 1 – ELECTION OF DIRECTORS

    | CCC | 2025 PROXY STATEMENT | Page 9 |

  10. PROPOSAL 1 – ELECTION OF DIRECTORS

    | | John Schweitzer Age 57 ▪ Director Since March 2, 2026 ▪ Class II ▪ Term Expires Fiscal Year 2026 | | | John Schweitzer began serving on our Board on March 2, 2026. Mr. Schweitzer previously served as EVP, Sales at Salesforce from November 2025 through February 26, 2026, where he led global sales and go-to-market for its Informatica division. Mr. Schweitzer joined Salesforce in November 2025 in connection with its acquisition of Informatica, where he | | served as EVP, Chief Revenue Officer from March 2021, including through its IPO in November 2021. Prior to joining Informatica, Mr. Schweitzer served as Chief Revenue Officer at Software AG from 2018 through 2021, and he also previously held senior leadership roles at Workday, SAP, and Oracle. Mr. Schweitzer also serves on the Advisory Board of Spellman Performance, a specialized athletic training organization. Mr. Schweitzer holds a bachelor’s degree in finance and business administration from Northern Arizona University and completed executive education at IMD in Lausanne, Switzerland. We believe that Mr. Schweitzer’s experience leading sales organizations at public and private software and technology companies makes him qualified to serve on our Board. | |

  11. CONTINUING DIRECTORS

    CONTINUING DIRECTORS CLASS I DIRECTORS (TERMS EXPIRING IN FISCAL YEAR 2028)

  12. CONTINUING DIRECTORS

    | | TERI WILLIAMS Age 68 ▪ Director Since July 30, 2021 ▪ Class I ▪ Term Expires Fiscal Year 2028 | | | Teri Williams began serving on our Board in July 2021, and served as a member of the board of directors of our predecessor entity since January 2021. Ms. Williams is a member of the board of directors, President, Chief Operating Officer and owner of OneUnited Bank, where she has served in various roles since 1995. Prior to joining OneUnited Bank, Ms. Williams | | held various positions with Bank of America and American Express, including serving as a Vice President of American Express. Ms. Williams holds a bachelor’s degree in economics from Brown University and a master of business administration degree from Harvard Business School. In addition to her roles with OneUnited Bank, Ms. Williams is currently Chair Emeritus of the Black Economic Council of Massachusetts and on the board of the Partnership for Miami and the 79th Street Corridor Initiative in Miami, Florida. We believe that Ms. Williams’ extensive operational and financial experience within the financial services industry makes her qualified to serve on our Board. Furthermore, her experience as a board member and service on our Nominating and Corporate Governance Committee make her highly qualified to serve as the Chair of the Nominating and Corporate Governance Committee. | |

  13. CONTINUING DIRECTORS

    | CCC | 2025 PROXY STATEMENT | Page 10 |

  14. CONTINUING DIRECTORS

    | | Barak Eilam Age 51 ▪ Director Since July 11, 2025 ▪ Class I ▪ Term Expires Fiscal Year 2028 | | | Barak Eilam began serving on our Board in July 2025. Mr. Eilam previously served as Chief Executive Officer of NICE Ltd. from 2014 through 2024, and held various other senior leadership roles at NICE Ltd. 1999 through 2014. Mr. Eilam serves on the board of directors of Payoneer Inc., FactSet Research Systems Inc., SimilarWeb Ltd., HMH (f/k/a Houghton | | Mifflin Harcourt) and Cvent Inc. Mr. Eilam holds a bachelors degree in Electrical Engineering from Tel Aviv University. We believe that Mr. Eilam’s experience as a Chief Executive Officer in the SaaS industry, his technical training and background, and his experience deploying artificial intelligence make him qualified to serve on our Board. | |

  15. CONTINUING DIRECTORS

    CLASS III DIRECTORS (TERMS EXPIRING IN FISCAL YEAR 2027)

  16. CONTINUING DIRECTORS

    | | GITHESH RAMAMURTHY Age 65 ▪ Director Since July 30, 2021 ▪ Class III ▪ Term Expires Fiscal Year 2027 | | | Githesh Ramamurthy began serving on our Board in July 2021, and served as a member of the board of directors of our predecessor entities since 1999. Mr. Ramamurthy has served as Chairman of the Board since 2000, and as Chief Executive Officer since 1999. Mr. Ramamurthy joined CCC in 1992 and has held various management positions including | | Chief Technology Officer from 1992 until 1999 and President from 1997 until 2000. Prior to joining the Company, Mr. Ramamurthy was a founding member and head of technology for Sales Technologies, Inc., a leader in Sales Force Automation later acquired by Dun & Bradstreet. Mr. Ramamurthy holds a bachelor’s degree in Electrical Engineering from the Indian Institute of Technology, a master’s degree in Computer Science from the Georgia Institute of Technology, and is an alumnus of Harvard Business School’s Executive Management Program. We believe Mr. Ramamurthy’s extensive experience with the Company and knowledge of the insurance industry, coupled with his technological and financial acumen, make him qualified to serve on our Board and to serve as Chairman of the Board. | |

  17. CONTINUING DIRECTORS

    | CCC | 2025 PROXY STATEMENT | Page 11 |

  18. CONTINUING DIRECTORS

    | | EILEEN SCHLOSS Age 72 ▪ Director Since July 30, 2021 ▪ Class III ▪ Term Expires Fiscal Year 2027 | | | Eileen Schloss began serving on our Board in July 2021, and served as a member of the board of directors of our predecessor entity since August 2020. Ms. Schloss has served as an Operations Advisor to Advent International, L.P. since December 2019. Ms. Schloss also currently serves on the board of directors of Sprinklr, Inc. Prior to joining Advent, Ms. Schloss | | was the Executive Vice President, Human Resources and Real Estate for Medidata Solutions, Inc. from 2012 to 2017. Ms. Schloss served as Executive Vice President, Human Resources for Rovi Corporation from 2007 to 2012. Prior to that, Ms. Schloss served as Vice President, Administration for Caspian Networks, Inc. from 2002 to 2006. Ms. Schloss was named National Association of Corporate Directors’ (“NACD”) Directorship 100 in 2022 and, in March 2023, she obtained NACD’s Directorship Certification. Ms. Schloss holds a bachelor’s degree in Organizational Behavior from the University of San Francisco and a master’s degree in technology management from Pepperdine University and is a NACD Board Governance Fellow. We believe that Ms. Schloss’s extensive experience working on public company boards, as well as her human resources and operational experience within public companies and in the software industry make her qualified to serve on our Board. Furthermore, her background and expertise, and experience serving on public company boards, make Ms. Schloss highly qualified to serve as the Chair of our Human Capital and Compensation Committee. | |

  19. CONTINUING DIRECTORS

    | | ERIC WEI Age 50 ▪ Director Since July 30, 2021 ▪ Class III ▪ Term Expires Fiscal Year 2027 | | | Eric Wei began serving on our Board in July 2021, and served as a member of the board of directors of our predecessor entity since 2017. Mr. Wei is a Partner at Advent International, L.P., where he has served in various roles since 2011. Prior to joining Advent, Mr. Wei served as a Principal of Sageview Capital from 2008 through 2011 and as Vice President at Bain | | Capital from 2005 through 2008. Mr. Wei also serves on the boards of directors of Tekion S.A., Conservice, LLC, Zenoti, FinancialForce and Assembly. Mr. Wei holds a bachelor’s degree in economics from Stanford University and a master of business administration degree from The Wharton School at the University of Pennsylvania. We believe that Mr. Wei’s financial and business acumen, his experience with the Company, and his knowledge of the technology and FinTech industries make him qualified to serve on our Board and to serve as our presiding director. | |

  20. CONTINUING DIRECTORS

    | CCC | 2025 PROXY STATEMENT | Page 12 |

  21. CONTINUING DIRECTORS

    BOARD MEETINGS AND COMMITTEES Our Board has an Audit Committee, a Nominating and Corporate Governance Committee, and a Human Capital and Compensation Committee. The composition, duties and responsibilities of these committees are as set forth below. In the future, our Board may establish other committees, as it deems appropriate, to assist it with its responsibilities. For the year ended December 31, 2025, our Board held 8 meetings, our Audit Committee held 7 meetings, our Nominating and Corporate Governance Committee held 2 meetings and our Human Capital and Compensation Committee held 6 meetings. Directors are expected to attend the annual meeting of stockholders and all or substantially all of the Board meetings and meetings of committees on which they serve. In fiscal 2025, each director other than Christopher Egan, who served as a director of the Company until March 28, 2025, attended at least 75% of the aggregate meetings of the Board and committees on which the director served during such director’s tenure. Each of our standing committees has a written charter which is available on the Investor Relations page of our website at https://ir.cccis.com/corporate-governance/governance-overview. Our website is not part of this notice and proxy statement. The table below sets forth the composition of our Board committees as of March 27, 2026, as well as additional information concerning each of our Board committee’s and the principal functions thereof, as further described in the Charter of the respective committee:

  22. CONTINUING DIRECTORS

    | COMMITTEE AND MEMBERS | PRINCIPAL FUNCTIONS | | Audit Committee William Ingram*† Neil de Crescenzo Teri Williams† * Committee Chair † “Audit Committee Financial Expert” as defined in applicable SEC Rules Each member of the Audit Committee qualifies as an independent director under the corporate governance standards set forth in the Nasdaq Listing Rules and the independence requirements of Rule 10A-3 under the Exchange Act and is financially literate. | • Overseeing our accounting and financial reporting process and the audits of our financial statements. | | | • Assisting the Board’s oversight of (1) the integrity of our financial statements, (2) our compliance with legal and regulatory requirements, (3) our independent registered public accounting firm’s qualifications and independence, and (4) the performance of our internal audit function and independent auditors. | | | • The appointment, compensation, retention, replacement, and oversight of the work of the independent auditors and any other independent registered public accounting firm engaged by us to provide audit services. | | | • Pre-approving all audit and non-audit services to be provided by our independent auditor or any other registered public accounting firm proposed to be engaged for such services. | | | • Reviewing our annual audited and quarterly financial statements with management and the independent auditor. | | | • Reviewing and approving any related party transaction required to be disclosed pursuant to Item 404 of Regulation S-K promulgated by the SEC. | | | • Reviewing with management, the independent auditors, and our legal advisors, as appropriate, any legal, regulatory or compliance matters. | | Human Capital and Compensation Committee Eileen Schloss* William Ingram Eric Wei * Committee Chair Each member of the Human Capital and Compensation Committee qualifies as an independent director under the corporate governance standards set forth in the Nasdaq Listing Rules and applicable SEC Rules. | • Reviewing our chief executive officer’s performance and determining and approving the remuneration (if any) of our chief executive officer based on such evaluation as well as other executive officers. | | | • Reviewing our executive compensation policies and plans and make recommendations to the board with respect to such plans. | | | • Implementing and administering our incentive compensation equity-based remuneration plans. | | | • Reviewing, evaluating and recommending changes, if appropriate, to the remuneration for directors. | | | • Assisting management on issues relating to human capital management. | | | • Engaging, in partnership with the Nominating and Corporate Governance Committee, in succession planning activities for our officers. |

  23. CONTINUING DIRECTORS

    | CCC | 2025 PROXY STATEMENT | Page 13 |

  24. CONTINUING DIRECTORS

    | COMMITTEE AND MEMBERS | PRINCIPAL FUNCTIONS | | Nominating and Corporate Governance Committee Teri Williams* Barak Eilam John Schweitzer * Committee Chair Each member of the Nominating and Corporate Governance Committee qualifies as an independent director under the corporate governance standards set forth in the Nasdaq Listing Rules and applicable SEC Rules. | • Identifying, screening and reviewing individuals qualified to serve as directors, consistent with criteria approved by the Board, and recommending to the Board candidates for nomination for appointment at the annual general meeting or to fill vacancies on the Board. | | | • Developing and recommending to the Board, and overseeing implementation of, our Corporate Governance Guidelines. | | | • Coordinating and overseeing the annual self-evaluation of the Board, its committees, individual directors and management in the governance of the Company. | | | • Reviewing our overall corporate governance and recommending improvements as and when necessary. | | | • Monitoring the development and implementation of our ESG programs and goals. | | | • Engaging, in partnership with the Human Capital and Compensation Committee, in succession planning activities for our officers. |

  25. CONTINUING DIRECTORS

    | CCC | 2025 PROXY STATEMENT | Page 14 |

  26. CEO Compensation

    CEO Compensation In accordance with the terms and conditions set forth in Mr. Ramamurthy’s October 2021 equity award agreements, as further described in the section from our proxy statement with respect to fiscal year 2021 titled “Narrative Disclosure to the Summary Compensation Table and Outstanding Equity Awards at Fiscal Year End Table,” Mr. Ramamurthy did not participate in the 2025 Annual Incentive Plan or receive equity awards during fiscal year 2025 under the CCC Intelligent Solutions Holdings Inc. 2021 Incentive Equity Plan (as it may be amended from time to time, the “Equity Plan”).

  27. Incentive Awards to Our Other NEOs

    Incentive Awards to Our Other NEOs In fiscal year 2025, the Human Capital and Compensation Committee granted time-based restricted stock units (“RSUs”) and performance-based restricted stock units (“PSUs”) under the Equity Plan to each of the NEOs other than Mr. Ramamurthy. Such PSUs vest on the basis of achievement of the Company’s revenue growth goals and adjusted EBITDA margin goals, in each case measured over a three-year period ending December 31, 2027. See the “Equity-Based Compensation” section below for further details regarding the equity grants made to our NEOs under the Equity Plan during fiscal year 2025. In January 2026, the Human Capital and Compensation Committee certified financial performance under our 2025 AIP at 69.3% of target on the basis of achievement of revenue and adjusted EBITDA goals and the EvolutionIQ performance modifier. Each of the NEOs participated in the 2025 AIP, other than Mr. Ramamurthy, provided that Mr. Goodson forfeited his 2025 AIP payout in connection with his resignation from the Company. The 2025 AIP plan design also provided for an individual performance multiplier to be applied based on the individual performance of each executive. See the “Annual Incentive Plan (AIP)” section below for further details regarding the annual incentive awards made to the NEOs under the 2025 AIP.

  28. Highlights of Our Executive Compensation Practices

    In establishing executive compensation, the Human Capital and Compensation Committee is guided by a strong pay-for-performance philosophy and a focus on aligning executive outcomes with those metrics that we believe will lead to long-term shareholder value creation. Given the Company’s SaaS business model, the Human Capital and Compensation Committee carefully considers factors such as recurring revenue growth, profitability, customer retention, and long-term value creation when determining executive compensation. The Human Capital and Compensation Committee evaluates overall pay levels based on each executive’s role and impact, individual performance and experience, internal pay equity, the Company’s growth trajectory, and the competitive market for talent. Market data from a thoughtfully constructed peer group of other technology companies is used as a reference point – not a determinant – allowing the Human Capital and Compensation Committee to exercise judgment in setting pay outcomes, particularly in periods of uneven performance or macroeconomic uncertainty. In designing our executive compensation programs, the Human Capital and Compensation Committee places significant emphasis on performance-based and at-risk compensation, with a meaningful portion of each of our executive’s total compensation provided pursuant to our short- and long-term incentive plans. The design of our incentive plans reflects the Company’s strategic priorities and operating model, incorporating metrics that we believe balance growth, efficiency, and long-term value creation, while also discouraging excessive risk-taking. The Human Capital and Compensation Committee also considers shareholder feedback, including insights from recent say-on-pay votes and our ongoing investor engagement, when designing our executive compensation programs, including when evaluating pay levels, performance measures, and plan features. The Human Capital and Compensation Committee regularly reviews and, where appropriate, refines program design, goal-setting rigor, and payout leverage to align our executive compensation programs with Company performance, to account for shareholder expectations and feedback, and to support the Company’s sustainable long-term success. Our Approach to Goal-Setting Goal-setting for our short- and long-term incentive plans is marked by a high degree of rigor and ambition. For our short-term incentives, we focus on key financial metrics such as revenue and EBITDA. For fiscal year 2025, our long-term incentive plan was anchored by three-year revenue growth and three-year EBITDA margin targets. Commencing in fiscal year 2026, we updated our long-term incentive plan to be based on three-year revenue growth targets with a modifier based on the Company’s total shareholder return performance relative to a peer group of companies. The change for fiscal year 2026 was made as a direct response to shareholder feedback as it strengthens overall shareholder alignment of our long-term incentive program, and reduces metric overlap between our short- and long-term incentive programs. For purposes of incentive payouts, we set our targets for our short- and long-term incentive plans at levels that are designed to incentivize achievement above our external guidance and consensus estimates for the same periods. This practice underscores our commitment to driving superior performance and fostering a culture of continuous improvement, ensuring that our incentive programs truly motivate and reward outstanding achievement. Components of Pay The components of our 2025 executive compensation program consist primarily of elements that are generally available to executives, including base salary, annual variable cash compensation, long-term incentive equity awards and broad- based benefits.

  29. Core Fiscal 2025 Compensation Elements(1)

    | ELEMENT | PERFORMANCE PERIOD | OBJECTIVE | PERFORMANCE MEASURED / VESTING PROVISIONS | | Base Salary | Annual | Recognizes an individual’s role and responsibilities, serves as an important retention vehicle and provides a stable level of fixed compensation. | Base salary is reviewed annually by the Human Capital and Compensation Committee and set based on market competitiveness, individual performance and internal consistency considerations. | | Annual Incentive | Annual | Rewards achievement of annual financial objectives using formulaic pre-set goals; also provides for the opportunity to recognize individual performance achievements. | The annual incentive award targets are reviewed annually by the Human Capital and Compensation Committee and set based on the Company’s revenue and adjusted EBITDA targets. | | Time-Vested Restricted Stock Units (RSUs) | Long-Term | Aligns the interests of the executives to those of the stockholders by incentivizing long-term thinking and financial performance and serves as an important retention vehicle. | The 2025 RSU grants generally vest one-third per year over a three-year period, beginning on the first anniversary of the grant date, subject to continued service; unvested awards are generally forfeited upon a separation from service. | | Performance-Vested Restricted Stock Units (PSUs) | Long-Term | Aligns the interests of the executives and those of the stockholders by incentivizing long-term thinking and financial performance, serves as an important retention vehicle and drives significant Company performance. | The 2025 PSU grants generally vest based on the achievement of revenue growth and adjusted EBITDA margin goals measured over a three-year performance period ending December 31, 2027; unvested awards are generally forfeited upon a separation from service. |

  30. Core Fiscal 2025 Compensation Elements(1)

    | 1 | Calculations exclude Mr. Welsh’s new hire equity award and compensation paid to our NEOs who ceased serving as NEOs during fiscal year 2025 in connection with their retirement or resignation (i.e. Ms. Prigge and Mr. Goodson), which amounts are included and further described in the “Fiscal Year 2025 Summary Compensation Table’’ below. |

  31. Target Pay Mix

    Target Pay Mix To help retain and motivate the NEOs, the Human Capital and Compensation Committee aims to offer compensation that is competitive with our peers and industry through cash (base salaries and annual performance-based incentive awards) and equity (long-term incentive equity awards). The Human Capital and Compensation Committee does not have a formal policy for allocating total compensation among the various components. Instead, the Human Capital and Compensation Committee uses its judgment, in consultation with the Company’s independent executive compensation consultant, as described below, to establish an appropriate balance of short- and long-term compensation for each NEO. The balance may change from year to year based on corporate strategy and objectives, among other considerations. As discussed above, in accordance with the terms and conditions set forth in his 2021 equity award agreements, Mr. Ramamurthy’s 2025 target pay mix consisted solely of base salary. The average pay mix for the other NEOs in fiscal year 2025, excluding compensation paid to our NEOs who ceased serving as NEOs during fiscal year 2025 in connection with their retirement or resignation (i.e. Ms. Prigge and Mr. Goodson), was approximately 15% base salary, 7% target annual incentive, and 78% long-term incentive. 85% of such NEOs’ pay was variable and at risk, and 46% was tied to the achievement of pre-set performance goals.

  32. Governance of Our Pay Program

    | WHAT WE DON’T DO | | • No hedging of our stock without pre-approval | | • No pledging of our stock without pre-approval | | • No discounted stock option awards | | • No supplemental executive retirement plans | | • No excessive perquisites | | • No single-trigger accelerated vesting upon a change in control | | • No new excise tax gross-up arrangements in future executive employment or equity award agreements |

  33. Our Executive Compensation Philosophy & Objectives

    | • | Provide incentives that reward the achievement of performance goals that directly correlate to the enhancement of shareholder value; and |

  34. Our Executive Compensation Philosophy & Objectives

    | • | Align executives’ interests with those of our stockholders through long-term incentives based on financial metrics reasonably within the executives’ control and which we believe to be closely linked to the generation of shareholder value. |

  35. Role of Independent Compensation Consultant

    Role of Independent Compensation Consultant The Human Capital and Compensation Committee retained the services of Alpine Rewards, LLC (“Alpine Rewards”) as its independent compensation consultant beginning in November 2023. During fiscal 2025, the Human Capital and Compensation Committee determined that it was appropriate to continue to retain Alpine Rewards due to their focus on the technology sector and high-touch methods to support the Company’s strategy. In its capacity as independent compensation consultant, Alpine Rewards has advised the Human Capital and Compensation Committee on compensation matters related to the executive and director compensation programs and has assisted the Human Capital and Compensation Committee by, among other things:

  36. Role of Independent Compensation Consultant

    | • | Providing executive and non-employee director market pay analyses; |

  37. Role of Independent Compensation Consultant

    | • | Reviewing and suggesting changes to the compensation peer group; |

  38. Role of Independent Compensation Consultant

    | • | Developing and refining, including through the provision and use of relevant survey data, executive and employee pay programs and governance practices; |

  39. Role of Independent Compensation Consultant

    | • | Providing general consulting support regarding competitive positioning; and |

  40. Role of Independent Compensation Consultant

    | • | Providing insights regarding potential actions related to our short- and long-term incentive plans. |

  41. Role of Independent Compensation Consultant

    | CCC | 2025 PROXY STATEMENT | Page 27 |

  42. Role of Independent Compensation Consultant

    The Human Capital and Compensation Committee has the sole authority to engage and terminate the services of Alpine Rewards, as well as to approve its compensation. Alpine Rewards made recommendations to the Human Capital and Compensation Committee but has no authority to make compensation decisions on behalf of the Human Capital and Compensation Committee or the Company. Alpine Rewards reported to the Human Capital and Compensation Committee and had direct access to the chairperson and the other members of the Human Capital and Compensation Committee. Alpine Rewards did not provide any other services to the Company in 2025. The Human Capital and Compensation Committee conducted a specific review of its relationships with Alpine Rewards in 2025 and determined that its work for the Human Capital and Compensation Committee did not raise any conflicts of interest. Alpine Rewards’ work has conformed to the independence factors and guidance provided by the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, the SEC, and Nasdaq (the listing exchange on which the Company’s stock has been traded since December 19, 2022).

  43. Use of Market Data and Peer Group Analysis

    Use of Market Data and Peer Group Analysis When considering executive compensation decisions, the Human Capital and Compensation Committee believes it is important to be informed as to current compensation practices of comparable publicly held companies in the software and services industry, especially to understand the demand and competitiveness for attracting and retaining an individual with each NEO’s specific expertise and experience. For 2025, the Human Capital and Compensation Committee believed referencing market data provided by our independent compensation consultant, along with other factors, was important when setting total compensation for the NEOs because competition for executive management is intense in our industry and the retention of a talented leadership team is critical to the Company’s success. However, while referencing the peer group compensation levels is helpful in determining market-competitive compensation for the NEOs, the Human Capital and Compensation Committee does not directly tie any pay elements to particular benchmarks within the peer group; rather, peer data is used as a market-check analysis and is just one factor considered in the annual compensation approval process. Other important considerations include employee knowledge, skills and experience; individual performance; scope of responsibilities; and any retention concerns.

  44. 2025 Peer Group

    2025 Peer Group The Human Capital and Compensation Committee, with the assistance of Alpine Rewards, considered several factors in determining the composition of a peer group for purposes of evaluating the 2025 compensation of the NEOs, including, but not limited to:

  45. 2025 Peer Group

    | • | Industry: U.S.-based technology and software companies; |

  46. 2025 Peer Group

    | • | Revenue: $500M to $2.5B; |

  47. 2025 Peer Group

    | • | Market Capitalization: $2B to $18B; and |

  48. 2025 Peer Group

    | • | Organizational Complexity: Between 800 and 7,500 employees. |

  49. 2025 Peer Group

    | CCC | 2025 PROXY STATEMENT | Page 28 |

  50. 2025 Peer Group

    Using these criteria, the twenty-one (21) companies below were identified by the Human Capital and Compensation Committee and Alpine Rewards as most closely aligned to CCC and make up the Company’s defined peer group for 2025 executive compensation decisions. Our peer group for 2025 executive compensation decisions differs from our peer group for 2024 executive compensation decisions as follows: (i) Altair Engineering, Aspen Technology, and Informatica were removed from our peer group for 2025 as a result of actual or anticipated merger activity; (ii) Fair Isaac was removed from our peer group for 2025 as a result of its market capitalization being above the range of the Company’s market capitalization size factor; and (iii) Clearwater Analytics, Freshworks, Intapp, Sprinklr, and SPS Commerce were added to our peer group for 2025 based on their being strong fits in terms of business focus and meeting the pre-established, objective criteria set forth above. At the time the 2025 peer group was approved, CCC ranked at the 54th and 42nd percentiles for the trailing 12 months revenue and market capitalization, respectively, and ranked at the 27th percentile for organizational complexity.

  51. 2025 Peer Group

    2025 Peer Group

  52. 2025 Peer Group

    | AppFolio Bentley Systems BlackLine Clearwater Analytics Confluent Elastic Freshworks Guidewire Software Intapp Manhattan Associates nCino | Pegasystems Procore Technologies PTC, Inc. Q2 Holdings Sprinklr SPS Commerce Tyler Technologies Veeva Systems Vertex Workiva |

  53. 2025 Peer Group

    | 21 Publicly-Traded US Software Companies |

  54. Base Salary

    | • | A review of competitive salary and total compensation market data for comparable positions at peer companies. |

  55. 2025 Annual Incentive Plan (AIP)

    2025 Annual Incentive Plan (AIP) In fiscal year 2025, each of the NEOs, other than Mr. Ramamurthy, were provided short-term, performance-based annual incentives pursuant to the 2025 AIP. The Company believes that such annual incentives, among other things:

  56. 2025 Annual Incentive Plan (AIP)

    | • | Align interests of the Company, executives and investors by linking the executive’s compensation to those metrics that the Company believes are both within the executives’ reasonable control and drive the creation of shareholder value; |

  57. 2025 Annual Incentive Plan (AIP)

    | • | Enable the Company to achieve and exceed financial goals; |

  58. 2025 Annual Incentive Plan (AIP)

    | • | Attract and retain the top talent in the industry; and |

  59. 2025 Annual Incentive Plan (AIP)

    | • | Recognize and reward individuals for contributing to the Company’s success. |

  60. 2025 Annual Incentive Plan Opportunities

    2025 Annual Incentive Plan Opportunities Each of the NEOs, other than Mr. Ramamurthy, participated in the 2025 AIP. The NEOs that participated in the 2025 AIP had an established annual incentive target, which was equal to a percentage of their actual earned base salary for fiscal year 2025. The actual earned 2025 AIP payout, if any, was calculated based on a combination of Company and individual performance. For fiscal year 2025, the NEOs, other than Mr. Ramamurthy, each had a fifty percent (50%) annual incentive target opportunity under the 2025 AIP.

  61. 2025 Annual Incentive Plan Targets and Awards

    2025 Annual Incentive Plan Targets and Awards In February 2025, the Human Capital and Compensation Committee established the Company performance metrics and targets for the 2025 AIP. In setting performance targets for the 2025 AIP, the Human Capital and Compensation Committee reviewed the Company’s 2025 strategic plan and expected results, including the guidance provided by the Company to investors and shareholders concerning its expected results for fiscal year 2025. The Human Capital and Compensation Committee determined that, consistent with the 2024 AIP plan design, the 2025 AIP plan was based on the Company’s revenue and adjusted EBITDA, in each case excluding results from China and results from EvolutionIQ, which the Company acquired in January 2025, and that the 2025 AIP plan was to include a multiplier based on EvolutionIQ’s revenue. The Human Capital and Compensation Committee chose this plan design, including the use of revenue and adjusted EBITDA metrics, to align with the way in which management monitors the Company on a regular basis and the way in which the investment community evaluates the Company’s performance, in addition to focusing on metrics which are among the most important factors within the Company’s control in increasing stockholder value in fiscal year 2025. The Human Capital and Compensation Committee determined that excluding results from China was appropriate as the Company’s executive officers, other than Mr. Ramamurthy, do not have significant control over the China business, and further determined that applying an EvolutionIQ multiplier was appropriate to incentivize the efficient integration of EvolutionIQ with the Company and to recognize the importance of growth of the EvolutionIQ solutions to the creation of long-term shareholder value. The Human Capital and Compensation Committee elected to weigh revenue at 60% and adjusted EBITDA at 40% for the 2025 AIP, which the Human Capital and Compensation Committee believes aligns with the relative import of the metrics to the Company’s long-term shareholder value creation, and set the threshold and target for the 2025 AIP at levels designed to incentivize performance based on our strategic plan and market expectations. The Human Capital and Compensation Committee also set target and threshold levels for the EvolutionIQ multiplier to the 2025 AIP, with revenue at or below threshold to result in a 75% multiplier, revenue at target (which exceeded EvolutionIQ’s expected contribution to the guidance provided by the Company to investors and shareholders) to result in a 100% multiplier, and revenue over target to result in a multiplier of up to a maximum of 110%. The Human Capital and Compensation Committee determined that linear interpolation would be used for performance between threshold and target, as for performance well as above target to the maximum multiplier. The revenue and

  62. 2025 Annual Incentive Plan Targets and Awards

    | CCC | 2025 PROXY STATEMENT | Page 31 |

  63. 2025 Annual Incentive Plan Targets and Awards

    adjusted EBITDA portion of the 2025 AIP had a maximum performance level of 200% and the EvolutionIQ modifier had a maximum performance level of 110%, resulting in an aggregate maximum payout under the 2025 AIP at 220% of target. For the purposes of the 2025 AIP plan design, the Company also removed the impact of the payment of the Company’s 2024 AIP from the calculation of adjusted EBITDA. The threshold and target levels, as approved, are set forth below:

  64. 2025 Annual Incentive Plan Targets and Awards

    | | 2025 AIP Threshold ($M)(1) | 2025 AIP Target ($M)(1) | 2025 AIP Maximum ($M)(1) | | Revenue(1) | $989.1 | $1,021.9 | $1,054.7 | | Adjusted EBITDA(1) | $446.5 | $479.4 | $520.4 |

  65. 2025 Annual Incentive Plan Targets and Awards

    | 1 | For the purposes of the 2025 AIP, revenue is calculated as the Company’s total annual revenues excluding China and EvolutionIQ, and adjusted EBITDA is calculated excluding China and EvolutionIQ and is further adjusted to remove the impact of bonuses paid. |

  66. 2025 Annual Incentive Plan Targets and Awards

    The threshold and target levels, as approved, for the EvolutionIQ multiplier, are set forth below (interpolation is used for achievement between threshold and target, as well as for above target up to a maximum modifier of 110%):

  67. 2025 Annual Incentive Plan Targets and Awards

    | | EvolutionIQ Multiplier | Revenue ($M) | | Threshold | 75% | $38.8 | | Target | 100% | $55.5 | | Maximum | 110% | $61.0 |

  68. 2025 Annual Incentive Plan Targets and Awards

    In fiscal year 2025 the Company achieved revenue (as described above for the purposes of the 2025 AIP) of $1,008.1M, adjusted EBITDA (as described above for the purposes of the 2025 AIP) of $476.6M, and EvolutionIQ revenues (as described above for the purposes of the 2025 AIP) of $42.1M resulting in the 2025 AIP’s Company performance component being 69.3%, calculated as follows:

  69. 2025 Annual Incentive Plan Targets and Awards

    | | Achievement % | Total Payout(1) | | Revenue (60%) | 78.9% | | | Adjusted EBITDA (40%) | 95.9% | 69.3% | | EvolutionIQ Multiplier | 80.9% | |

  70. 2025 Annual Incentive Plan Targets and Awards

    | 1 | Calculated as (Revenue Achievement % * 60%) + (Adjusted EBITDA Achievement % * 40%) * EvolutionIQ Multiplier. |

  71. 2025 Annual Incentive Plan Targets and Awards

    The 2025 AIP plan design also provided for an individual performance multiplier to be applied based on the individual performance of each executive. Mr. Welsh was awarded a 100% individual performance multiplier based on his leadership in establishing our long-term strategic direction and purpose, deepening our relationships with our customers, and positioning CCC to deliver future growth and value creation for our shareholders. Mr. Herb was awarded a 100% individual performance multiplier based on the integration of EvolutionIQ, his continued focus on driving towards sustainable and profitable financial growth, and strong oversight of our Finance, Legal, and Human Resources operations. Although she retired from the Company prior to the certification and payment of the awards under the 2025 AIP, per the terms of the Prigge Separation Agreement, Ms. Prigge remained eligible to participate in the 2025 AIP and was awarded a 100% individual performance multiplier

  72. 2025 Annual Incentive Plan Targets and Awards

    | CCC | 2025 PROXY STATEMENT | Page 32 |

  73. 2025 Annual Incentive Plan Targets and Awards

    based on maintaining strong performance in our Service Operations functions and facilitating a smooth transition through her departure. Mr. Goodson departed from the Company prior to the certification and payment of the awards under the 2025 AIP, and therefore, per the terms of his employment agreement and the 2025 AIP, he was not eligible to receive an award under the 2025 AIP. Following the application of the individual performance multipliers set forth above, the Human Capital and Compensation Committee certified the 2025 AIP awards set forth in the table below for each NEO, other than for (i) Mr. Ramamurthy, who did not participate in the 2025 AIP, and (ii) Mr. Goodson, who forfeited his 2025 AIP payout in connection with his resignation from the Company.

  74. 2025 Annual Incentive Plan Targets and Awards

    | | Opportunity | | | Actual | | | | | NEO | 2025 AIP Salary Basis (Salary Earned) | Annual Incentive Target (As % of Salary Earned) | 2025 AIP Target Amount (Based on Salary Earned) | Performance Multiplier | | 2025 AIP Award Paid | 2025 AIP Award as % of Target | | | | | | Company | Individual | | | | Githesh Ramamurthy | $939,288 | n/a | n/a | n/a | n/a | n/a | n/a | | Tim Welsh | $542,740 | 50.00% | $271,370 | 69.30% | 100% | $188,059 | 69.30% | | Brian Herb | $655,017 | 50.00% | $327,508 | 69.30% | 100% | $226,963 | 69.30% | | Mary Jo Prigge | $213,302 | 50.00% | $106,651 | 69.30% | 100% | $73,909 | 69.30% | | John Goodson | $424,489 | 50.00% | $221,708 | n/a | n/a | n/a | n/a |

  75. Equity-Based Compensation

    Equity-Based Compensation A significant portion of executive pay is delivered as long-term incentive equity awards, which are designed to align the NEO’s interests with stockholder interests, promote retention through the reward of long-term Company performance, and encourage ownership in the Company. The Company’s shareholders previously approved the Equity Plan, which provides for grants of stock options (including incentive stock options and non-qualified stock options), stock appreciation rights, restricted stock, restricted stock units, dividend equivalents, and other stock or cash-based awards. The Human Capital and Compensation Committee has been appointed as the “Administrator” of the Equity Plan. As permitted under the Equity Plan, the authority to grant and amend certain awards has been delegated to a committee of certain members of our management team.

  76. Equity Award Granting Practices

    Equity Award Granting Practices Stock options were eliminated from the mix of awards granted to all of our employees in 2021. The Human Capital and Compensation Committee generally reviews and approves the annual compensation for our NEOs in the first quarter of the applicable fiscal year, and grants our NEOs annual equity awards in March of such fiscal year. We intend to continue to follow this equity award grant timing for future fiscal years. We do not take material non-public information (“MNPI”) into account when determining the timing and terms of equity awards, and we have never had a practice of doing so. We have never timed, and do not plan to time, the release of MNPI for the purpose of affecting the value of executive compensation. Further, our equity award accounting complies with U.S. GAAP and is transparently disclosed in our applicable SEC filings. As noted above, our general approach is to grant equity awards on fixed dates determined in advance, although there are occasions when grants are made on other dates, such as for new hires, mid-year promotions, and other periodic recognition or special incentive events, as well as in connection with acquisitions. All required approvals are obtained in advance of, or on, the actual grant date. Annual equity grants to NEOs are typically approved during the Company-wide performance review period during the first quarter of the applicable fiscal year. The timing of annual equity award grants to NEOs is not coordinated in a manner that intentionally benefits such NEOs.

  77. Equity Award Granting Practices

    | CCC | 2025 PROXY STATEMENT | Page 33 |

  78. 2025 Equity Grants

    2025 Equity Grants During fiscal year 2025, the Company granted equity awards in the form of RSUs and PSUs. RSUs serve as an important retention vehicle and align the interests of management and stockholders while being less dilutive than stock options. PSUs have similar benefits, and also further align the interests of management and stockholders by directly incentivizing strong performance on the financial metrics that the Company believes have a substantial impact on shareholder value. The Human Capital and Compensation Committee determines the size of annual equity grants according to each NEO’s position. To do so, the Human Capital and Compensation Committee generally references the market data of peer group companies as provided by our independent compensation consultant, and takes into consideration each NEO’s recent performance history, his or her potential for future responsibility and criticality of his or her work to the long-term success of the Company. The Human Capital and Compensation Committee has the discretion to give relative weight to each of these factors as it sets the size of the annual equity grant to appropriately create an opportunity for reward based on increasing stockholder value. Our NEOs, other than Mr. Ramamurthy and Ms. Prigge, each received annual grants of RSUs and PSUs during fiscal year 2025. The following annual equity grants were awarded to our NEOs in 2025:

  79. 2025 Equity Grants

    | NAMED EXECUTIVE OFFICER | RSUs | PSUs | | Githesh Ramamurthy | n/a | n/a | | Tim Welsh(1) | 348,345 | 248,345 | | Brian Herb | 171,123 | 171,123 | | Mary Jo Prigge | n/a | n/a | | John Goodson | 128,343 | 128,342 |

  80. 2025 Equity Grants

    | 1 | Mr. Welsh’s 2025 new hire equity grant deviated slightly from our standard RSU/PSU split to provide for a more immediate ownership stake in the Company, establishing an immediate alignment with shareholder interests. |

  81. 2025 Performance-Based Equity Awards

    2025 Performance-Based Equity Awards The PSUs granted to each of our NEOs in fiscal year 2025 (other than Mr. Ramamurthy and Ms. Prigge) as a component of their annual equity award may be earned and vest upon the achievement of goals for two performance metrics measured during the three-year performance period ending December 31, 2027. 50% of such 2025 PSUs are subject to performance goals relating to the Company’s compounded average revenue growth rate (“CAGR”), and 50% of such 2025 PSUs are subject to performance goals relating to the Company’s adjusted EBITDA margin. Each of the revenue and the adjusted EBITDA margin calculations may be adjusted by the Human Capital and Compensation Committee to account for significant corporate transactions during the applicable performance period. Each of the revenue CAGR-based PSUs and the adjusted EBITDA margin-based PSUs may, separately, be earned and vest at a rate between 50% and 200% of the target PSUs granted, based on linear interpolation between a threshold and maximum achievement level of the applicable performance goal. For each of the revenue CAGR-based PSUs and the adjusted EBITDA margin-based PSUs, if the Company does not meet the applicable threshold level of performance there is no payout for the respective PSU. When setting the performance goals for PSUs, the Human Capital and Compensation Committee takes into account the Company’s long-term strategic plan and long-term guidance to shareholders and investors and endeavors to set performance goals that align the future value of the PSUs upon their vesting and payout to the expected performance of the Company and the experience of its shareholders. The Human Capital and Compensation Committee sets performance targets that are in excess of the Company’s long-term plan and guidance, while setting performance thresholds for the PSUs that provide some value to the executives (thus retaining the retentive value of the PSUs) if the Company falls short of its target goals but remains in the range of its long-term guidance. In undertaking these efforts, the Human Capital and Compensation Committee takes into account the Company’s long-term value creation framework in support of its durable economic model. For further information on the grants of equity awards made to our NEOs during fiscal year 2025, see the “Fiscal Year 2025 Grants of Plan-Based Awards” and “Outstanding Equity Awards at 2025 Fiscal-Year End” tables below.

  82. 2025 Performance-Based Equity Awards

    | CCC | 2025 PROXY STATEMENT | Page 34 |

  83. 2025 Performance-Based Equity Awards

    Vesting and Distribution of 2023 Revenue CAGR-Based PSUs and Adjusted EBITDA-Based PSUs and 2022 TSR-Based PSUs. In the first quarter of fiscal year 2026, the Human Capital and Compensation Committee certified the achievement of the performance conditions of the following PSUs with performance periods ending December 31, 2025, which were granted in prior fiscal years:

  84. 2025 Performance-Based Equity Awards

    | • | 2023 Revenue CAGR-based PSUs, which the Human Capital and Compensation Committee certified, based on the audited financial results of the Company, to have achieved a payout level of 76.45%; |

  85. 2025 Performance-Based Equity Awards

    | • | 2023 Adjusted EBITDA-based PSUs, which the Human Capital and Compensation Committee certified, based on the audited financial results of the Company, to have achieved a payout level of 134.20%; and |

  86. 2025 Performance-Based Equity Awards

    | • | 2023 total shareholder return (“TSR”)-based PSUs (which were modified in fiscal year 2023), which the Human Capital and Compensation Committee certified, based on the report of an independent financial advisor engaged by the Company for such purpose, to have achieved a payout level of 0%. |

  87. 2025 Performance-Based Equity Awards

    As a result of the certification and vesting of these PSUs, shares of our common stock were distributed to the NEOs on March 6, 2026 as follows:

  88. 2025 Performance-Based Equity Awards

    | NAMED EXECUTIVE OFFICER | Shares of Common Stock Issued based on 2023 Revenue CAGR-Based PSUs(1) | Shares of Common Stock Issued based on 2023 adjusted EBITDA-Based PSUs(1) | Shares of Common Stock Issued based on 2022 TSR- Based PSUs(1) | | Githesh Ramamurthy(2) | n/a | n/a | n/a | | Tim Welsh(3) | n/a | n/a | n/a | | Brian Herb | 64,570 | 113,344 | – | | Mary Jo Prigge(4) | 32,285 | 56,673 | – | | John Goodson(5) | n/a | n/a | n/a |

  89. 2025 Performance-Based Equity Awards

    | 1 | Does not reflect the withholding of shares otherwise deliverable to satisfy the NEO’s and the Company’s tax withholding obligations. |

  90. 2025 Performance-Based Equity Awards

    | 2 | Mr. Ramamurthy did not receive a grant of TSR-based PSUs in 2022 or grants of revenue CAGR- or adjusted EBITDA-based PSUs in 2023. |

  91. 2025 Performance-Based Equity Awards

    | 3 | Mr. Welsh did not receive a grant of TSR-based PSUs in 2022 or grants of revenue CAGR- or adjusted EBITDA-based PSUs in 2023. |

  92. 2025 Performance-Based Equity Awards

    | 4 | Pursuant to the terms of the Prigge Separation Agreement, Ms. Prigge remained eligible to receive payout on the TSR-based PSUs granted to her in 2022 and the revenue CAGR- and adjusted EBITDA-based PSUs granted to her in 2023, notwithstanding her retirement from the Company prior to the vesting and distribution of such PSUs. |

  93. 2025 Performance-Based Equity Awards

    | 5 | Mr. Goodson forfeited the TSR-based PSUs granted to him in 2022 and the revenue CAGR- and adjusted EBITDA-based PSUs granted to him in 2023 upon his resignation from the Company. |

  94. 2025 Performance-Based Equity Awards

    | CCC | 2025 PROXY STATEMENT | Page 35 |

  95. 2025 Performance-Based Equity Awards

    ADDITIONAL COMPENSATION POLICIES & PRACTICES

  96. Employment Agreements and Severance & Change-in-Control Benefits

    Employment Agreements and Severance & Change-in-Control Benefits The Company has entered into written employment agreements with each of our NEOs that set forth the terms of their employment, including initial base salaries, eligibility to participate in our annual incentive plans and severance benefits, and also subjects the NEOs to standard restrictive covenants. See the sections below titled “Narrative Disclosure to the Fiscal Year 2025 Summary Compensation Table and Fiscal Year 2025 Grants of Plan-Based Awards Table” and “Potential Payments Upon Termination or Change in Control” for further details regarding the NEOs’ employment agreements.

  97. EXECUTIVE AND DIRECTOR COMPENSATION

    EXECUTIVE AND DIRECTOR COMPENSATION FISCAL YEAR 2025 EXECUTIVE COMPENSATION TABULAR DISCLOSURES

  98. Fiscal Year 2025 Summary Compensation Table

    | NAME | YEAR | SALARY(1) | BONUS | STOCK AWARDS(2) | OPTION AWARDS | NON-EQUITY INCENTIVE PLAN COMPENSATION(3) | ALL OTHER COMPENSATION(4) | TOTAL | | Githesh Ramamurthy Chairman of the Board and CEO | 2025 | $940,769 | – | – | – | – | $46,967 | $987,736 | | | 2024 | $901,923 | – | – | – | – | $44,365 | $946,288 | | | 2023 | $867,860 | – | $53,664,000 | – | – | $17,626 | $54,549,486 | | Tim Welsh(5), President and EVP, Customer Solutions & Operations | 2025 | $525,000 | – | $5,406,011 | – | $188,059 | $59,734 | $6,178,805 | | Brian Herb, EVP, Chief Financial and Administrative Officer | 2025 | $654,392 | – | $3,200,000 | – | $226,963 | $34,830 | $4,116,185 | | | 2024 | $631,580 | – | $3,200,021 | – | $236,423 | $28,839 | $4,096,863 | | | 2023 | $607,288 | – | $4,704,753 | – | $312,994 | $16,383 | $5,641,417 | | Mary Jo Prigge(6), EVP, Chief Service Delivery Officer | 2025 | $232,839 | – | – | – | – | $2,874,909 | $3,107,749 | | | 2024 | $558,148 | – | $1,500,020 | – | $208,935 | $41,478 | $2,423,049 | | | 2023 | $536,681 | – | $2,352,373 | | $276,603 | $19,211 | $3,184,868 | | John Goodson(7), EVP, Chief Product and Technology Officer | 2025 | $443,415 | – | $2,400,005 | – | – | $21,049 | $2,864,469 | | | 2024 | $530,846 | – | $2,400,004 | – | $198,715 | 20,524 | $3,150,089 | | | 2023 | $514,496 | – | $3,244,449 | – | $265,188 | $18,223 | $4,042,356 |

  99. Fiscal Year 2025 Grants of Plan Based Awards

    Fiscal Year 2025 Grants of Plan Based Awards This table sets forth certain information regarding plan-based awards granted to certain of our NEOs in fiscal year 2025.

  100. Fiscal Year 2025 Grants of Plan Based Awards

    | NAME | GRANT DATE | ESTIMATED FUTURE PAYOUTS UNDER NON-EQUITY INCENTIVE PLAN AWARDS(1) | | | ESTIMATED FUTURE PAYOUTS UNDER EQUITY INCENTIVE PLAN AWARDS(2) | | | ALL OTHER STOCK AWARDS: NUMBER OF SHARES OF STOCK OR UNITS(3) | GRANT DATE FAIR VALUE OF STOCK & OPTION AWARDS(4) | | | | THRESHOLD | TARGET | MAXIMUM | THRESHOLD (#) | TARGET (#) | MAXIMUM (#) | | | | Githesh Ramamurthy Chairman of the Board and CEO | – | – | – | – | – | – | – | – | – | | Tim Welsh(5), President and EVP, Customer Solutions & Operations | - | $47,490 | $271,370 | $597,014 | – | – | – | – | $– | | | 4/1/2025 | – | – | – | 62,087 | 124,173 | 248,346 | – | $1,125,007 | | | 4/1/2025 | – | – | – | 62,086 | 124,172 | 248,344 | – | $1,124,998 | | | 4/1/2025 | – | – | – | – | – | – | 248,345 | $2,250,006 | | | 4/1/2025 | – | – | – | – | – | – | 100,000 | $906,000 | | Brian Herb, EVP, Chief Financial and Administrative Officer | - | $57,314 | $327,508 | $720,519 | – | – | – | – | $– | | | 3/6/2025 | – | – | – | 42,781 | 85,562 | 171,124 | | $800,005 | | | 3/6/2025 | – | – | – | 42,781 | 85,561 | 171,122 | | $799,995 | | | 3/6/2025 | – | – | – | – | – | – | 171,123 | $1,600,000 | | Mary Jo Prigge(5), EVP, Chief Service Delivery Officer | | $39,825 | $227,573 | $500,661 | – | – | – | – | $– | | John Goodson(6), EVP, Chief Product and Technology Officer | | $48,040 | $274,514 | $603,930 | – | – | – | – | $– | | | 3/6/2025 | – | – | – | 32,086 | 64,172 | 128,344 | – | $600,008 | | | 3/6/2025 | – | – | – | 32,085 | 64,170 | 128,340 | – | $599,990 | | | 3/6/2025 | – | – | – | – | – | – | 128,343 | $1,200,007 |

  101. Fiscal Year 2025 Grants of Plan Based Awards

    | 1 | Amounts in this column represent performance-based annual cash incentive awards granted to certain of our NEOs under the 2025 AIP and paid in the subsequent fiscal year, as further described in the section above titled “Compensation Discussion and Analysis - Annual Incentive Plan (AIP).” The threshold payout presented in this column represents 25% of the applicable NEO’s target cash incentive award under the 2025 AIP, which constitutes the threshold level of company performance required for any amounts to be paid pursuant to the 2025 AIP. However, each applicable NEO’s actual threshold payout could be less than such 25% amount if such NEO’s individual performance multiplier under the 2025 AIP is less than 100%. The 2025 AIP provides for a maximum payout of 220% of the target cash incentive award. With respect to Ms. Prigge and Mr. Goodson, amounts in these columns represent the 2025 AIP awards as granted in March 2025 and assuming their respective employment with the Company throughout 2025. |

  102. Fiscal Year 2025 Grants of Plan Based Awards

    | 2 | Amounts in this column represent awards of PSUs granted to certain of our NEOs under the Equity Plan in fiscal year 2025. |

  103. Fiscal Year 2025 Grants of Plan Based Awards

    | 3 | Amounts in this column represent awards of RSUs granted to certain of our NEOs under the Equity Plan in fiscal year 2025. |

  104. Fiscal Year 2025 Grants of Plan Based Awards

    | 4 | Amounts in this column reflect the grant date fair value of the awards of PSUs and RSUs, as applicable, granted to certain of our NEOs under the Equity Plan in fiscal year 2025, computed in accordance with FASB ASC Topic 718. |

  105. Fiscal Year 2025 Grants of Plan Based Awards

    | CCC | 2025 PROXY STATEMENT | Page 43 |

  106. Fiscal Year 2025 Grants of Plan Based Awards

    | 5 | Ms. Prigge retired from the Company and her employment was terminated effective June 6, 2025. In connection with her retirement, pursuant to the Prigge Separation Agreement, Ms. Prigge’s award under the 2025 AIP remained outstanding and payable at the same time that such awards are paid to similarly situated employees of the Company (but in all events prior to March 15, 2026). |

  107. Fiscal Year 2025 Grants of Plan Based Awards

    | 6 | Mr. Goodson resigned from the Company effective October 10, 2025, prior to the certification and payment of the awards under the 2025 AIP, and therefore, per the terms of the 2025 AIP, he was not eligible to receive an award under the 2025 AIP. Further, in connection with Mr. Goodson’s resignation, pursuant to the terms of the applicable awards, all outstanding awards of PSUs and RSUs granted to Mr. Goodson in 2025 were immediately forfeited, with the grant date fair value of such forfeited 2025 awards equal to approximately $2,400,005. |

  108. Narrative Disclosure to the Fiscal Year 2025 Summary Compensation Table and Fiscal Year 2025 Grants of Plan-Based Awards Table

    Narrative Disclosure to the Fiscal Year 2025 Summary Compensation Table and Fiscal Year 2025 Grants of Plan-Based Awards Table

  109. Outstanding Equity Awards at 2025 Fiscal Year-End

    Outstanding Equity Awards at 2025 Fiscal Year-End The following table sets forth information regarding outstanding equity-based awards held by the NEOs as of December 31, 2025.

  110. Outstanding Equity Awards at 2025 Fiscal Year-End

    | NAME | DATE | OPTION AWARDS(1) | | | | STOCK AWARDS | | | | | | | NUMBER OF SECURITIES UNDERLYING UNEXERCISED OPTIONS EXERCISABLE | NUMBER OF SECURITIES UNDERLYING UNEXERCISED OPTIONS UNEXERCISABLE | OPTION EXERCISE PRICE | OPTION EXPIRATION DATE | NUMBER OF SHARES OR UNITS OF STOCK THAT HAVE NOT VESTED | MARKET VALUE OF SHARES OR UNITS OF STOCK THAT HAVE NOT VESTED(2) | EQUITY INCENTIVE PLAN AWARDS: | | | | | | | | | | | NUMBER OF UNEARNED SHARES, UNITS OR OTHER RIGHTS THAT HAVE NOT VESTED | MARKET OR PAYOUT VALUE OF UNEARNED SHARES, UNITS OR OTHER RIGHTS THAT HAVE NOT VESTED(2) | | Githesh Ramamurthy Chairman of the Board and CEO | 7/10/2017(3) | 9,365,143 | – | $2.50 | 7/10/2027 | – | $– | – | $– | | | 7/10/2017(4) | 3,365,143 | – | $2.50 | 7/10/2027 | – | $– | – | $– | | | 1/13/2021(5) | 442,034 | – | $8.58 | 1/13/2031 | – | $– | – | $– | | Tim Welsh, President and EVP, Customer Solutions & Operations | 4/1/2025(6) | – | – | – | – | – | $– | 124,173 | $987,175 | | | 4/1/2025(7) | – | – | – | – | – | $– | 124,172 | $987,167 | | | 4/1/2025(8) | – | – | – | – | 248,345 | $1,974,343 | – | $– | | Brian Herb, EVP, Chief Financial and Administrative Officer | 4/1/2020(3) | 553,394 | – | $4.05 | 4/1/2030 | – | $– | – | $– | | | 4/1/2020(4) | 553,394 | – | $4.05 | 4/1/2030 | – | $– | – | $– | | | 3/23/2022(6) | – | – | – | – | 35,445 | $281,778 | – | $– | | | 3/23/2022(9) | – | – | – | – | – | $– | – | $– | | | 3/6/2023(6) | – | – | – | – | 84,460 | $671,457 | – | $– | | | 3/6/2023(8) | – | – | – | – | – | $– | 64,570 | $513,332 | | | 3/6/2023(7) | – | – | – | – | – | $– | 113,344 | $901,085 | | | 3/6/2024(6) | – | – | – | – | – | $– | 67,511 | $536,712 | | | 3/6/2024(8) | – | – | – | – | – | $– | 67,511 | $536,712 | | | 3/6/2024(7) | – | – | – | – | 101,267 | $805,073 | – | $– | | | 3/6/2025(6) | – | – | – | – | – | $– | 85,562 | $680,218 | | | 3/6/2025(8) | – | – | – | – | – | $– | 85,561 | $680,210 | | | 3/6/2025(7) | – | – | – | – | 171,123 | $1,360,428 | – | $– | | Mary Jo Prigge, EVP, Chief Service Delivery Officer | 7/10/2017(3) | 100,000 | – | $2.50 | 6/6/2026 | – | $– | – | $– | | | 3/23/2022(9) | – | – | – | – | – | $– | – | $– | | | 3/6/2023(8) | – | – | – | – | – | $– | 32,285 | $256,666 | | | 3/6/2023(7) | – | – | – | – | – | $– | 56,673 | $450,550 | | | 3/6/2024(8) | – | – | – | – | – | $– | 31,646 | $251,586 | | | 3/6/2024(7) | – | – | – | – | – | $– | 31,646 | $251,586 | | John Goodson, EVP, Chief Product and Technology Officer | 9/24/2020(3) | 215,413 | – | $4.05 | 10/10/2026 | – | $– | – | $– | | | 9/24/2020(4) | 105,413 | – | $4.05 | 10/10/2026 | – | $– | – | $– |

  111. Outstanding Equity Awards at 2025 Fiscal Year-End

    | 1 | In connection with the business combination, each option granted under the Cypress Holdings’ 2017 Stock Option Plan (the “2017 Option Plan”) to purchase shares of Cypress Holdings’ stock was assumed by the Company and converted into an option under the Equity Plan to purchase a specified number of shares of our common stock, based on the exchange ratio of 1:340.5507, rounded down to the nearest whole number of shares. For more information on this conversion of equity awards, see Note 3 to our Consolidated Financial Statements in the Annual Report on Form 10-K for the year-ended December 31, 2022. |

  112. Outstanding Equity Awards at 2025 Fiscal Year-End

    | 2 | Amounts in this column were calculated using our closing stock price of $7.95 as of December 31, 2025. |

  113. Outstanding Equity Awards at 2025 Fiscal Year-End

    | CCC | 2025 PROXY STATEMENT | Page 46 |

  114. Outstanding Equity Awards at 2025 Fiscal Year-End

    | 3 | Represents grants of time-based stock options granted under the 2017 Option Plan, each of which vest 20% on each of the first five anniversaries of the applicable vesting commencement date which, for options granted on July 10, 2017 is April 27, 2017, for options granted on April 1, 2020 is April 1, 2020, for options granted on September 24, 2020 is August 31, 2020, and for options granted January 13, 2021 is January 13, 2021, in each case subject to continued employment through the applicable vesting date. |

  115. Outstanding Equity Awards at 2025 Fiscal Year-End

    | 4 | Represents awards of performance-based stock options granted under the 2017 Option Plan, 100% of which were deemed to vest in connection with the consummation of the business combination and are fully vested. |

  116. Outstanding Equity Awards at 2025 Fiscal Year-End

    | 5 | Represents an award of stock options granted under the 2017 Option Plan, 100% of which were fully vested on the grant date. |

  117. Outstanding Equity Awards at 2025 Fiscal Year-End

    | 6 | Represents awards of RSUs granted under the Equity Plan, which vest as follows: (i) for RSUs granted in fiscal years 2022, 2023 and 2024, 25% on each of the first four anniversaries of the applicable vesting commencement date and (ii) for RSUs granted in fiscal year 2025, one-third on each of the first three anniversaries of the applicable vesting commencement date, in each case subject to continued employment through the applicable vesting date. The vesting commencement date for each such RSU is equal to the grant date. |

  118. Outstanding Equity Awards at 2025 Fiscal Year-End

    | 7 | Represents awards of PSUs under the Equity Plan, each of which vests based on the achievement of the Company’s adjusted EBITDA margin targets during the three-year performance period beginning on the first day of the fiscal year in which the grant occurs, subject to continued employment through the date the Board certifies the achievement of the performance conditions. 50% of the target number of PSUs will vest at threshold achievement, 100% will vest at target achievement, and 200% will vest at maximum achievement. Amounts shown above reflect (i) with respect to the PSUs granted in 2023, the number of PSUs which were earned based on the Company’s relative adjusted EBITDA margin during the performance period ending December 31, 2025, and which vested when the Human Capital and Compensation Committee certified such performance in early 2026 and (ii) with respect to such PSUs granted in 2024 and 2025, the number of PSUs that would vest if the target level of performance is achieved. |

  119. Outstanding Equity Awards at 2025 Fiscal Year-End

    | 8 | Represents awards of PSUs under the Equity Plan, each of which vests based on the achievement of the Company’s Revenue CAGR targets during the three-year performance period beginning on the first day of the fiscal year in which the grant occurs, subject to continued employment through the date the Board certifies the achievement of the performance conditions. 50% of the target number of PSUs will vest at threshold achievement, 100% will vest at target achievement, and 200% will vest at maximum achievement. Amounts shown above reflect (i) with respect to the PSUs granted in 2023, the number of PSUs which were earned based on the Company’s Revenue CAGR during the performance period ending December 31, 2025, and which vested when the Human Capital and Compensation Committee certified such performance in early 2026 and (ii) with respect to such PSUs granted in 2024 and 2025,the number of PSUs that would vest if the target level of performance is achieved. |

  120. Outstanding Equity Awards at 2025 Fiscal Year-End

    | 9 | Represents awards of PSUs under the Equity Plan, as modified on December 14, 2023, each of which vests based on the achievement of the Company’s relative TSR during the period beginning on January 1, 2022 and ending on December 31, 2025, in each case subject to continued employment through the date the Board certifies the achievement of the performance conditions. The amounts shown above reflect that the Human Capital and Compensation Committee certified, in early 2026, that the PSUs failed to meet their performance condition and therefore failed to vest. |

  121. Outstanding Equity Awards at 2025 Fiscal Year-End

    | CCC | 2025 PROXY STATEMENT | Page 47 |

  122. Options Exercised and Stock Vested in Fiscal Year 2025

    Options Exercised and Stock Vested in Fiscal Year 2025 The following table sets forth certain information with respect to the vesting of stock awards and the exercise of stock options during the fiscal year ended December 31, 2025, with respect to our NEOs.

  123. Options Exercised and Stock Vested in Fiscal Year 2025

    | NAME | OPTION AWARDS | | STOCK AWARDS | | | | NUMBER OF SHARES ACQUIRED ON EXERCISE(1) | VALUE REALIZED ON EXERCISE(2) | NUMBER OF SHARES ACQUIRED ON VESTING(3) | VALUE REALIZED ON VESTING(4) | | Githesh Ramamurthy | – | $– | 5,400,000 | $55,932,000 | | Tim Welsh | – | $– | 100,000 | $883,000 | | Brian Herb | – | $– | 284,618 | $2,816,759 | | Mary Jo Prigge | – | $– | 248,677 | $2,372,147 | | John Goodson | 150,000 | $849,000 | 178,692 | $1,761,525 |

  124. Options Exercised and Stock Vested in Fiscal Year 2025

    | 1 | Amounts in this column represent the gross number of shares of our common stock acquired by the applicable NEO upon exercise of their applicable option award during fiscal year 2025. |

  125. Options Exercised and Stock Vested in Fiscal Year 2025

    | 2 | Amounts in this column represent the aggregate dollar amounts realized upon exercise, calculated by multiplying the number of options exercised times the closing market value of our common stock of the date of exercise less the exercise price per share of the stock option exercised. |

  126. Options Exercised and Stock Vested in Fiscal Year 2025

    | 3 | Amounts in this column represent RSUs granted under the Equity Plan that vested in fiscal year 2025, without reduction for any shares of common stock withheld to satisfy applicable tax obligations. |

  127. Options Exercised and Stock Vested in Fiscal Year 2025

    | 4 | Amounts in this column represent the aggregate dollar amounts realized upon vesting, calculated by multiplying the number of shares of our common stock underlying the awards by the closing market value of our common stock on the date of distribution of shares. |

  128. Options Exercised and Stock Vested in Fiscal Year 2025

    POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROL

  129. CEO Pay Ratio

    CEO Pay Ratio Pursuant to Item 402(u) of Regulation S-K, we are required to disclose the pay ratio comparing the median of the annual total compensation of our employees other than our Chief Executive Officer as of December 31, 2025 (the date selected to identify the median employee, as further described below), and the annual total compensation of our CEO. The following pay ratio has been calculated in accordance with Item 402(u) of Regulation S-K. As of December 31, 2025, we had approximately 2,185 employees globally, including approximately 2,105 U.S. employees and approximately 80 non-U.S. employees. In determining the identity of our median employee, we excluded the non-U.S. employees located in our China operating unit, which in the aggregate represents less than 4% of our workforce. After this exclusion, we determined the identity of our median employee from a population of the approximately 2,105 U.S. employees by using federal taxable W-2 earnings. Fiscal year 2025 annual total compensation for the median employee was calculated in the same manner as reflected above in the “Fiscal Year 2025 Summary Compensation Table’’ for our CEO. Based on the methodology described above, we have determined that the fiscal year 2025 annual total compensation of our median employee was $134,066. As disclosed in the “Fiscal Year 2025 Summary Compensation Table” above, the annual total compensation of our CEO for fiscal year 2025 was $987,736. As a result, the ratio of our CEO’s fiscal year 2025 annual total compensation to the fiscal year 2025 annual total compensation of our median employee is 7:1. This information is being provided for compliance purposes and is a reasonable estimate calculated in a manner consistent with the SEC rules, based on our internal records and the methodology described above. The SEC rules for identifying the median compensated employee allow companies to adopt a variety of methodologies, to apply certain exclusions and to make reasonable estimates and assumptions that reflect their employee populations and compensation practices. Accordingly, the pay ratio reported by other companies may not be comparable to the pay ratio reported above, as other companies have different employee populations and compensation practices and may use different methodologies, exclusions, estimates and assumptions in calculating their own pay ratios. Neither the Human Capital and Compensation Committee nor management of the Company used this pay ratio measure in making compensation decisions.

  130. Director Compensation

    Director Compensation We maintain a director compensation policy. Under the policy, each of our independent directors is eligible to receive a $15,000 cash quarterly retainer for their service on the Board. In addition, each such director is eligible to receive (a) an annual equity grant in the form of RSUs for their Board service, with a grant date fair value equal to $250,000, which fully vests on the earlier of the first anniversary of the grant date and the next annual meeting of the Company, subject to continued service through such vesting date, and (b) if such director serves as chair of a committee of the Board, an additional annual equity grant in the form of RSUs for such service, with a grant date fair value equal to $25,000, which fully vests on the earlier of the first anniversary of the grant date and the next annual meeting of the Company, subject to continued service through such vesting date. We do not compensate directors who are employed by us for their service on the Board.

  131. Director Compensation

    | CCC | 2025 PROXY STATEMENT | Page 53 |

  132. Director Compensation

    The following table provides information regarding compensation earned by our independent directors for their Board service during the year ended December 31, 2025. As Chairman of the Board and Chief Executive Officer, Mr. Ramamurthy’s compensation is reported in the table above titled “Fiscal Year 2025 Summary Compensation Table” and the related tables under the section titled “Fiscal Year 2025 Executive Compensation Tabular Disclosures.”

  133. Director Compensation

    | NAME | FEES EARNED OR PAID IN CASH(1) | VALUE OF OPTION AWARDS(2) | VALUE OF STOCK AWARDS(3) | TOTAL | | Neil de Crescenzo | $60,000 | $– | $250,008 | $310,008 | | Chris Egan(5)(6) | $– | $– | $– | $– | | Barak Eilam(7) | $18,207 | $– | $210,004 | $228,211 | | William Ingram | $60,000 | $– | $275,000 | $335,000 | | Eileen Schloss | $60,000 | $– | $275,000 | $335,000 | | John Schweitzer(4) | $– | $– | $– | $– | | Eric Wei(5) | $– | $– | $– | $– | | Teri Williams | $60,000 | $– | $250,008 | $310,008 | | Lauren Young(5)(8) | $– | $– | $– | $– |

  134. Director Compensation

    | 1 | Represents the $15,000 quarterly retainer paid to each of our eligible non-employee directors with respect to their service on the Board during fiscal year 2025. For Mr. Eilam, this retainer was pro-rated based on his partial year of service during 2025. |

  135. Director Compensation

    | 2 | No options were granted to our non-employee directors with respect to their service on the Board during fiscal year 2025. As of December 31, 2025: Ms. Schloss held 17,028 outstanding options, Mr. Ingram held 170,275 outstanding options, and Ms. Williams held 170,275 outstanding options. |

  136. Director Compensation

    | 3 | Represents the aggregate grant date fair value of the RSUs granted to certain of our non-employee directors in fiscal year 2024, computed in accordance with FASB ASC Topic 718. See Note 20 (Stock Incentive Plans) to our Consolidated Financial Statements included in our Annual Report on Form 10-K for the year ended December 31, 2024 for a discussion of all assumptions made by us in determining the grant date fair value of the RSUs. As of December 31, 2024: Ms. Schloss held 23,565 outstanding RSUs, Mr. Ingram held 23,565 outstanding RSUs, and Ms. Williams held 21,423 outstanding RSUs, and in each case such RSUs will become fully vested on the earlier of the first anniversary of the grant date and the next annual meeting of the Company, subject to continued service through such vesting date. For Mr. Eilam, this grant was pro-rated based on his partial year of service during 2025. |

  137. Director Compensation

    | 4 | Mr. Schweitzer joined the Board on March 2, 2026. |

  138. Director Compensation

    | 5 | Mr. Egan, Mr. Wei and Ms. Young each declined to receive compensation from the Company for their service on the Board in respect of fiscal year 2025. |

  139. Director Compensation

    | 6 | Mr. Egan resigned from the Board on March 28, 2025. |

  140. Director Compensation

    | 7 | Mr. Eilam was appointed to the Board effective July 11, 2025. |

  141. Director Compensation

    | 8 | Ms. Young resigned from the Board on December 17, 2025. |

  142. Director Compensation

    | CCC | 2025 PROXY STATEMENT | Page 54 |

  143. PAY VERSUS PERFORMANCE DISCLOSURE

    PAY VERSUS PERFORMANCE DISCLOSURE

  144. Pay Versus Performance Table

    Pay Versus Performance Table The following table sets forth certain information with respect to the Company’s financial performance and the compensation paid to the NEOs for the fiscal years ended on December 31, 2025, December 31, 2024, December 31, 2023, December 31, 2022, and December 31, 2021. In addition, we are also presenting supplemental disclosure further below regarding Company and Peer Group total shareholder return as calculated for the period from August 2, 2021 (the first date following our business combination) through December 31, 2025, which we believe more accurately reflects the Company total shareholder return and Peer Group total shareholder return because it reflects the period following the closing of our business combination when the Company’s management team was responsible for the financial results of the publicly traded entity. See the section below entitled “Supplemental Disclosure – Company TSR and Peer Group TSR”.

  145. Pay Versus Performance Table

    | FISCAL YEAR | SUMMARY COMPENSATION TABLE FOR PEO(1) | COMPENSATION ACTUALLY PAID TO PEO(1)(2) | AVERAGE SUMMARY COMPENSATION TABLE TOTAL FOR NON-PEO NEOs(3) | AVERAGE COMPENSATION ACTUALLY PAID TO NON-PEO NEOs(2)(3) | VALUE OF INITIAL FIXED $100 INVESTMENT BASED ON: | | NET INCOME(5) | TOTAL REVENUE(6) | | | | | | | COMPANY TOTAL SHAREHOLDER RETURN(4) | PEER GROUP TOTAL SHAREHOLDER RETURN(4) | | | | 2025 | $987,736 | ($6,422,264)(7) | $4,066,802(7) | $402,294 | $60 | $88 | $1,688,000 | $1,057,001,000 | | 2024 | $946,288 | $4,438,288 | $3,236,345 | $2,485,695 | $88 | $147 | $31,240,000 | $944,800,000 | | 2023 | $54,549,486 | $70,985,027 | $4,302,772 | $5,928,057 | $86 | $102 | ($90,071,000) | $866,378,000 | | 2022 | $848,775 | ($48,636,742) | $2,742,155 | $1,389,402 | $65 | $76 | $38,406,000 | $782,448,000 | | 2021 | $137,105,075 | $191,854,081 | $4,581,638 | $10,639,918 | $86 | $98 | ($248,919,000) | $688,288,000 |

  146. Pay Versus Performance Table

    | 1 | The name of the Principal Executive Officer of the Company (“PEO”) reflected in these columns for each of the applicable fiscal years is Githesh Ramamurthy. |

  147. Pay Versus Performance Table

    | 2 | In calculating the ‘compensation actually paid’ amounts reflected in these columns, the fair value or change in fair value, as applicable, of the equity award adjustments included in such calculations was computed in accordance with FASB ASC Topic 718. The following Monte Carlo valuation assumptions used to calculate such fair values of our TSR-based PSUs materially differed from those utilized at the time of grant: |

  148. Pay Versus Performance Table

    | | Valuation as of 12/31/21 | | | | | Valuation as of 12/31/22 | | | | | Valuation as of 12/31/23 | | | | | Valuation as of 12/31/24 | | | | | | | Remaining Performance Period (Years) | Stock Price as of Valuation Date | Volatility | Risk Free Rate | Dividend Yield | Remaining Performance Period (Years) | Stock Price as of Valuation Date | Volatility | Risk Free Rate | Dividend Yield | Remaining Performance Period (Years) | Stock Price as of Valuation Date | Volatility | Risk Free Rate | Dividend Yield | Remaining Performance Period (Years) | Stock Price as of Valuation Date | Volatility | Risk Free Rate | Dividend Yield | | 2021 Awards | 2 | $11.39 | 35% | 0.73% | 0% | 1 | $8.70 | 35% | 4.73% | 0% | 1 | $11.39 | 28% | 4.79% | 0% | n/a | | | | | | 2022 Awards | N/A | | | | | 2 | $8.70 | 35% | 4.41% | 0% | 2 | $11.39 | 32% | 4.23% | 0% | 1 | $11.73 | 26% | 4.16% | 0% |

  149. Pay Versus Performance Table

    | 3 | The names of each of the non-PEO NEOs reflected in these columns for each applicable fiscal year are as follows: (i) for fiscal year 2025, Tim Welsh, Brian Herb, Mary Jo Prigge, and John Goodson; (ii) for fiscal year 2024, Brian Herb, John Goodson, Michael Silva, and Marc Fredman; (iii) for fiscal years 2023 and 2022, Brian Herb, John Goodson, Michael Silva, and Mary Jo Prigge; and (iv) for fiscal year 2021, Brian Herb and Barrett Callaghan. |

  150. Pay Versus Performance Table

    | 4 | The Company total shareholder return and the Peer Group total shareholder return reflected in these columns for each applicable fiscal year is calculated based on a fixed investment of $100 on December 31, 2020 on the same cumulative basis as is used in Item 201(e) of Regulation S-K. For the period December 31, 2020 through July 30, 2021 (the date of our business combination), the total shareholder return calculations relate to Class A ordinary shares of Dragoneer Growth Opportunities Corp, and for the period following July 30, 2021 through December 31, 2025, the total shareholder return calculations relate to CCC’s common stock. |

  151. Pay Versus Performance Table

    | CCC | 2025 PROXY STATEMENT | Page 55 |

  152. Pay Versus Performance Table

    The peer group used to determine the Peer Group total shareholder return for each applicable fiscal year is the compensation peer group that was disclosed in the section above entitled “Compensation Discussion and Analysis” for that applicable fiscal year. While there were no changes to the Company’s compensation peer group between fiscal year 2021 and fiscal year 2022, for the purposes of calculating the Peer Group total shareholder return the following companies, which ceased to be publicly traded during the applicable measurement period, were excluded from the calculation of the Peer Group total shareholder return: Anaplan, Inc., Avalara, Inc., CDK Global, Inc., Cloudera, Inc., and RealPage, Inc. The Company’s compensation peer group was updated in fiscal year 2023 as a result of the application of pre-established objective criteria, as disclosed in the section of our 2023 Proxy Report entitled “2023 Peer Group”. Note that as of September 2023, Black Knight Technologies was acquired and ceased to be publicly traded, resulting in their exclusion from comparisons in this disclosure. The Company’s compensation peer group was updated in fiscal year 2024 as a result of the application of pre-established objective criteria, as disclosed in the section of our 2024 Proxy Report entitled “2024 Peer Group”. The Company’s compensation peer group was updated in fiscal year 2025 as a result of the application of pre-established objective criteria, as disclosed in the section of our above entitled “2025 Peer Group”.

  153. Pay Versus Performance Table

    | 5 | Represents the amount of net income reflected in the Company’s audited GAAP financial statements for each applicable fiscal year. |

  154. Pay Versus Performance Table

    | 6 | The Company has selected total revenue as its most important financial measure (that is not otherwise required to be disclosed in the table) used to link ‘compensation actually paid’ to the NEOs to the Company’s performance for fiscal year 2025. Total revenue represents the amount of revenue reflected in the Company’s audited GAAP financial statements for each applicable fiscal year. |

  155. Pay Versus Performance Table

    | 7 | For fiscal year 2025, the ‘compensation actually paid’ to the PEO and the average ‘compensation actually paid’ to the non-PEO NEOs reflect each of the following adjustments made to the total compensation amounts reported in the Summary Compensation Table for fiscal year 2025, computed in accordance with Item 402(v) of Regulation S-K: |

  156. Pay Versus Performance Table

    | | PEO | AVERAGE OF NON-PEO NEOS | | Total Compensation Reported in 2025 Summary Compensation Table | $987,736 | $4,066,802 | | Less, Grant Date Fair Value of Stock & Option Awards Reported in the 2025 Summary Compensation Table | $– | $(2,751,504) | | Plus, Year-End Fair Value of Awards Granted in 2025 that are Outstanding and Unvested | $– | $1,667,385 | | Plus, Change in Fair Value of Awards Granted in Prior Years that are Outstanding and Unvested (From Prior Year-End to Year-End) | $– | $(1,034,752) | | Plus, Vesting Date Fair Value of Awards Granted in 2025 that Vested in 2025 | $– | $226,500 | | Plus, Change in Fair Value of Awards Granted in Prior Years that Vested in 2025 (From Prior Year-End to Vesting Date) | $(7,410,000) | $(486,298) | | Less, Prior Year-End Fair Value of Awards Granted in Prior Years that Failed to Vest in 2025 | $– | $(1,285,839) | | Plus, Dollar Value of Dividends, Dividend Equivalents, or other Earnings Paid on Stock & Option Awards in 2025 prior to Vesting (if not reflected in the fair value of such award or included in Total Compensation for 2025) | $– | $– | | Total Adjustments | $(7,410,000) | $(3,664,508) | | Compensation Actually Paid for Fiscal Year 2025 | $(6,422,264) | $402,294 |

  157. Pay Versus Performance Table

    | CCC | 2025 PROXY STATEMENT | Page 56 |

  158. Pay Versus Performance Comparative Disclosure

    Pay Versus Performance Comparative Disclosure As described in more detail in the section titled “Compensation Discussion and Analysis,” the Company’s executive compensation program reflects a variable pay-for-performance philosophy. While the Company utilizes several performance measures to align executive compensation with Company performance, all of those Company measures are not presented in the table above. Further, the Company generally seeks to incentivize long-term performance, and therefore does not specifically align the Company’s performance measures with ‘compensation actually paid’ for a particular year (as computed in accordance with Item 402(v) of Regulation S-K). In accordance with Item 402(v) of Regulation S-K, the Company is providing the following descriptions of the relationships between the information presented in the table above.

  159. Compensation Actually Paid and Company TSR

    Compensation Actually Paid and Company TSR As demonstrated by the following graph, the amount of ‘compensation actually paid’ to the PEO and the average amount of ‘compensation actually paid’ to the non-PEO NEOs is directionally aligned with the Company’s total shareholder return over the five years presented in the table. This is because a significant portion of the ‘compensation actually paid’ to the PEO and to the non-PEO NEOs is comprised of equity awards, including TSR-based PSUs and options issued in 2017 which vested in connection with the business combination. As described in more detail in the section titled “Compensation Discussion and Analysis - Target Pay Mix,” a significant portion of annual compensation is comprised of equity compensation. Specifically, approximately 78% of the value of total compensation awarded in fiscal year 2025 to the non-PEO NEOs is comprised of equity awards, including RSUs and PSUs. No equity awards were granted to the PEO in fiscal years 2022 through 2025, however, in fiscal year 2021 approximately 97% of the PEO’s compensation was in the form of equity awards, as described in the “Compensation Discussion and Analysis – Executive Compensation Highlights in Fiscal Year 2022” section and the “Fiscal Year 2022 Summary Compensation Table” of our Proxy Report Fiscal Year 2022. The change in the fair value of awards granted in fiscal year 2025, from the date of grant to the end of the fiscal year, had the most impact on the change from the compensation reported in the “Fiscal Year 2025 Summary Compensation Table” to ‘compensation actually paid.’

  160. Compensation Actually Paid and Company Net Income

    Compensation Actually Paid and Company Net Income As demonstrated by the following graph, the amount of ‘compensation actually paid’ to the PEO and the average amount of ‘compensation actually paid’ to the non-PEO NEOs is not directionally aligned with the Company’s GAAP net income over the five years presented in the table due to the weight placed on equity-based compensation in our pay mix, the impact the Company’s stock price has had on the ‘compensation actually paid’ amounts during the applicable fiscal years, and the incremental expense related to the modifications made in fiscal year 2023 to the TSR-based PSUs granted in 2021

  161. Compensation Actually Paid and Company Net Income

    | CCC | 2025 PROXY STATEMENT | Page 57 |

  162. Compensation Actually Paid and Company Net Income

    and 2022. As described in more detail in the section titled “Compensation Discuss and Analysis – Target Pay Mix,” approximately 7% of the value of total compensation awarded in fiscal year 2025 to the non-PEO NEOs who served as executive officers of the Company for the complete fiscal year was comprised of amounts determined under the Company’s 2025 AIP. As disclosed in prior years, we note that our net income results have been impacted by various extraordinary items, such as increased stock-based compensation expense in 2021 and goodwill and intangible asset impairment charges related to the Company’s China reporting unit in 2023. In 2025, the Company took a pretax loss of $89.2 million related to EvolutionIQ, which included $56.7 million of stock-based compensation and $19.1 million in amortization expense for intangible assets. When adjusting net income for these items, we do believe there is better alignment of ‘compensation actually paid’. Further, from 2024 to 2025, we believe net income, even without adjustments, is more closely aligned to ‘compensation actually paid’ as we saw decreases in both net income and compensation paid for the PEO and non-PEO NEOs in 2025. Reconciliations of our adjusted net income to our net income (loss) appear in our Annual Report on Forms 10-K for each respective fiscal year.

  163. Compensation Actually Paid and Company Total Revenue

    Compensation Actually Paid and Company Total Revenue We have experienced positive growth in total revenue, with year-over-year revenue growth of 8.7% in fiscal year 2021 (or 15.0% when adjusted for the impact of the divestiture of a portion of our professional services casualty solution in December 2020), 13.7% in fiscal year 2022, 10.7% in fiscal year 2023, 9.1% in fiscal year 2024, and 11.9% in fiscal year 2025. Alignment of the amount of ‘compensation actually paid’ to the PEO and the average amount of ‘compensation actually paid’ to the non-PEO NEOs with the Company’s total revenue over the five years presented in the table continues to be mixed. More specifically, there was misalignment from 2021 to 2022 due to the pay mix in 2022 and the impact the Company‘s stock price has had on the ‘compensation actually paid’ amounts during the applicable fiscal years. In 2023, however, primarily due to an increase in stock price in 2023 and the impact of the modifications made to the TSR-based PSUs as previously disclosed, ‘compensation actually paid’ was more closely aligned to revenue results in 2023. The relationship between Total Revenue and the amount of ‘compensation actually paid’ to the PEO and the average amount of ‘compensation actually paid’ to the non-PEO NEOs in 2024 was well-aligned. We saw misalignment again in 2025, on an absolute basis, primarily due to stock price declines that reduced ‘compensation actually paid’, despite revenue continuing to rise. While the Company uses numerous financial and non-financial performance measures for the purpose of evaluating performance for the Company’s compensation programs, the Company has determined that total revenue is the

  164. Compensation Actually Paid and Company Total Revenue

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  165. Compensation Actually Paid and Company Total Revenue

    Company’s most important financial performance measure (that is not otherwise required to be disclosed in the table) used to link ‘compensation actually paid’ to the NEOs to company performance for fiscal year 2025. The Company utilized revenue-based goals for the Company’s annual incentive plans for fiscal years 2021 through 2025, as well as for the PSUs that were awarded to the NEOs in those fiscal years. As described in more detail in the section titled “Compensation Discuss and Analysis – Target Pay Mix,” approximately 7% of the value of total compensation awarded in fiscal year 2025 to the non-PEO NEOs who served as executive officers of the Company for the complete fiscal year was comprised of amounts determined under the Company’s 2025 AIP, and approximately 78% of the value of total compensation awarded in fiscal year 2025 to such non-PEO NEOs was comprised of equity awards, specifically RSUs and PSUs.

  166. Pay Versus Performance Tabular List

    Pay Versus Performance Tabular List The following table lists our most important performance measures used by us to link ‘compensation actually paid’ to our NEOs to company performance for fiscal year 2025. The performance measures included in this table are not ranked by relative importance.

  167. Pay Versus Performance Tabular List

    | MOST IMPORTANT PERFORMANCE MEASURES | | Total Revenue | | Adjusted EBITDA |

  168. Pay Versus Performance Tabular List

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  169. Indemnification of Directors and Officers

    Indemnification of Directors and Officers The Bylaws provide that we will indemnify our directors and officers to the fullest extent permitted by the General Corporation Law of the State of Delaware (“DGCL”). In addition, the Charter provides that our directors will not be liable for monetary damages for breach of fiduciary duty to the fullest extent permitted by the DGCL. In connection with the consummation of the business combination, we entered into indemnification agreements with each of our directors and executive officers. Each indemnification agreement provides for indemnification and advancements by us of certain expenses and costs relating to claims, suits or proceedings arising from his or her service to us or, at our request, service to other entities, as officers or directors to the maximum extent permitted by applicable law.