C3.ai Form 3: Director discloses 300,000 shares, 249,807 RSUs

Rhea-AI Filing Summary

C3.ai, Inc. (AI) reported the initial holdings of a director on a Form 3. The director beneficially owns 300,000 shares of Class A Common Stock in direct form. This total includes 249,807 restricted stock units (RSUs) that were unvested as of the stated date. Each RSU represents a right to receive one share of Class A Common Stock on a one-for-one basis when it settles.

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Clayville Michael Wayne

(Last) (First) (Middle)

C/O C3.AI, INC.

1400 SEAPORT BLVD

(Street)

REDWOOD CITY CA 94063

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
11/09/2025

3. Issuer Name and Ticker or Trading Symbol
C3.ai, Inc. [ AI ]

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

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

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	300,000(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Includes 249,807 restricted stock units (RSUs) which are unvested as of the date hereof. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement and convert into Class A Common Stock on a one-for-one basis.

Remarks:

Exhibit 24-Power of Attorney

	Thomas M. Siebel, Attorney-in-Fact	11/19/2025
	** 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 5 (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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many C3.ai (AI) shares does the reporting person beneficially own on this Form 3?

The reporting person beneficially owns 300,000 shares of C3.ai Class A Common Stock in direct ownership.

How many RSUs are included in the C3.ai (AI) Form 3 holdings?

The total includes 249,807 restricted stock units (RSUs) that were unvested as of the stated date.

What does each C3.ai (AI) RSU represent in this Form 3 filing?

Each RSU represents a contingent right to receive one share of C3.ai Class A Common Stock upon settlement, on a one-for-one basis.

What is the relationship of the reporting person to C3.ai (AI)?

The reporting person is identified as a Director of C3.ai, Inc.

Is the C3.ai (AI) Form 3 filed by one or multiple reporting persons?

The Form 3 is indicated as being filed by one reporting person.

Does the C3.ai (AI) Form 3 report any derivative securities?

The Form 3 includes a table for derivative securities but does not list any derivative positions in the provided content.