Thomas Siebel Disposes 577,678 C3.ai (AI) Shares Under 10b5-1 Plan
Rhea-AI Filing Summary
Thomas M. Siebel, CEO, director and >10% owner of C3.ai (AI), sold 577,678 shares of Class A common stock on 08/12/2025 under a previously established Rule 10b5-1 trading plan dated 09/20/2024. The reported weighted-average sale price was $16.78, with individual trade prices ranging from $16.165 to $17.11. After the reported disposition, the filing shows the Reporting Person beneficially owns 2,973,572 shares of Class A common stock, including shares held through The Siebel Living Trust, First Virtual Holdings LLC, Siebel Asset Management, L.P., Siebel Asset Management III, L.P., and The Siebel 2011 Irrevocable Children's Trust. The Form 4 was signed by an attorney-in-fact on 08/14/2025.
Positive
- Sale executed under a pre-established Rule 10b5-1 trading plan, which provides an affirmative defense against insider trading claims
- Detailed disclosure of indirect holdings (trusts and investment entities) clarifies ownership structure
- Weighted-average sale price and price range disclosed, enhancing transparency about the transactions
Negative
- Reported disposition of 577,678 shares reduced the Reporting Person's direct/indirect holding total
- Significant insider sale may attract investor attention even though it was pursuant to a 10b5-1 plan
Insights
TL;DR: Insider sold 577,678 shares under a pre-established 10b5-1 plan; materiality appears limited relative to total beneficial holdings reported.
The sale was executed pursuant to a Rule 10b5-1 plan, which reduces the likelihood the trades were based on undisclosed company information. The filing discloses a weighted-average price of $16.78 and price range of $16.165 to $17.11 for the multiple transactions. Post-transaction beneficial ownership totals 2,973,572 Class A shares across several trusts and entities, indicating concentrated insider ownership remains. From an analyst perspective, this is a routine insider liquidity event rather than an operational disclosure.
TL;DR: Transaction follows formal 10b5-1 plan; documentation and entity disclosures are complete and transparent.
The Form 4 identifies the reporting person as CEO, director and >10% owner and lists the specific entities that hold shares indirectly, with clear footnotes describing trustee and general partner roles. The filer provided the 10b5-1 plan date and price range details, and the signature by an attorney-in-fact is included. For governance review, disclosures meet standard SEC Form 4 expectations and provide sufficient traceability of indirect holdings.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A Common Stock | 577,678 | $16.78 | $9.69M |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
| holding | Class A Common Stock | -- | -- | -- |
Footnotes (1)
- The transaction being reported was effected pursuant to a previously established Rule 10b5-1 trading plan dated September 20, 2024. The price reported is a weighted-average price. These shares were sold in multiple transactions at prices ranging from $16.165 to $17.11, inclusive. The Reporting Person will provide upon request to the staff of the Securities and Exchange Commission, the Issuer or any security holder of the Issuer, full information regarding the number of shares sold at each separate price. The shares are held by The Siebel Living Trust u/a/d 7/27/93, as amended, of which the Reporting Person is trustee. The shares are held by First Virtual Holdings, LLC, of which the Reporting Person is Chairman. The shares are held by Siebel Asset Management, L.P., of which the Reporting Person is the general partner. The shares are held by Siebel Asset Management III, L.P., of which the Reporting Person is the general partner. The shares are held by The Siebel 2011 Irrevocable Children's Trust, of which the Reporting Person is co-trustee.
