[Form 4] Airbnb, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Airbnb, Inc. (ABNB) – Insider Form 4 filing dated 07/09/2025

Director and 10% owner Joseph Gebbia, reporting indirectly through the Sycamore Trust, disclosed the disposition of 236,000 Class A common shares of Airbnb on 07/07/2025 under a Rule 10b5-1 trading plan adopted on 02/26/2025.

• Transaction details: 48,332 shares sold at a weighted-average price of $135.7653; 171,859 shares at $136.5127; and 15,809 shares at $137.166. Aggregate proceeds are approximately $32.2 million.
• Post-sale holdings: Sycamore Trust now holds 708,015 Class A shares, down from 944,015 prior to the sales (≈25% reduction).
• Form 4 codes: All trades coded “S” (open-market sale); the filing checks the box affirming trades were executed pursuant to the 10b5-1 plan.

No derivative transactions were reported and no additional changes to direct holdings were disclosed.

The filing signals a sizable liquidation by a major insider but, because it was pre-scheduled, limits inference about near-term fundamentals. Investors may nevertheless monitor further sales to gauge insider sentiment.

Positive

• Compliance transparency: All sales executed under a pre-existing Rule 10b5-1 plan, reducing concerns of trading on material non-public information.

Negative

• Material insider selling: 236,000 shares (~$32 m) sold by a director/10% owner, representing a ≈25% reduction in the trust’s holdings and potential negative signal to the market.

Insights

Securities Analyst

TL;DR Large insider sale (~$32 m) by 10% holder; pre-planned under 10b5-1, but still a supply overhang to monitor.

The 236 k-share sale equals roughly 0.11% of ABNB’s public float and trims Gebbia’s indirect stake to 708 k shares. Although executed under a 10b5-1 plan, such volume from a founder-level shareholder can pressure sentiment, especially amid light summer trading volumes. No derivatives or option exercises soften the view; this is pure cash-out. The sale does not alter Airbnb’s fundamentals, yet may weigh on technicals and raise questions about ongoing insider distribution patterns.

Corporate Governance Expert

TL;DR Sale follows governance best-practice via 10b5-1 plan, reducing insider-trading risk.

From a governance lens, the advance adoption date (02/26/2025) and explicit 10b5-1 disclosure align with the SEC’s updated affirmative-defense requirements, enhancing transparency. The filing also demonstrates accurate, timely reporting (within two days). While continued diversification by founders is expected 3-4 years post-IPO, the board should assess any cumulative reduction in concentrated ownership to maintain long-term alignment with shareholders.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Gebbia Joseph

(Last) (First) (Middle)

888 BRANNAN STREET

(Street)

SAN FRANCISCO CA 94103

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Airbnb, Inc. [ ABNB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/07/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	07/07/2025		S(1)		48,332	D	$135.7653(2)	895,683	I	By Sycamore Trust
Class A Common Stock	07/07/2025		S(1)		171,859	D	$136.5127(3)	723,824	I	By Sycamore Trust
Class A Common Stock	07/07/2025		S(1)		15,809	D	$137.166(4)	708,015	I	By Sycamore Trust
Class A Common Stock								2,860	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on February 26, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $135.16 to $135.99. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $136.00 to $136.99. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $137.00 to $137.65. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

	/s/ Brian Savage, Attorney-in-fact	07/09/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

How many Airbnb (ABNB) shares did Joseph Gebbia sell on 07/07/2025?

He disposed of 236,000 Class A shares through three open-market transactions.

What was the average sale price for the ABNB insider transactions?

Weighted-average prices were $135.77, $136.51, and $137.17 per share across the respective trades.

How many Airbnb shares does the Sycamore Trust still own after the sale?

Post-transaction, the trust retains 708,015 Class A shares.

Was the insider sale conducted under a Rule 10b5-1 plan?

Yes. The filing states the trades were executed under a plan adopted on 02/26/2025 in accordance with Rule 10b5-1.

Does this Form 4 report any derivative security activity?

No. No derivative transactions were reported in Table II.