C3.ai grants Michael G. McCaffery 30,883 stock units

The units vest annually in equal installments over two years, subject to continued Board service.

Rhea-AI Filing Summary

C3.ai, Inc. director Michael G. McCaffery received a grant of 30,883 restricted stock units on October 26, 2026. Each unit is a contingent right to receive one share of Class A Common Stock upon settlement. Subject to continued Board service, the units vest annually in equal installments over 2 years. His direct holdings following the grant were 352,582 shares. The McCaffery Family Trust, of which he is trustee, held 665,929 shares.

Insider Trade Summary

Grant/Award: 30,883 shares

Grant/Award 2 txns

Insider MCCAFFERY MICHAEL G

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock F1	30,883	$0.00	$0.00
holding	Class A Common Stock F2	--	--	--

Holdings After Transaction: Class A Common Stock — 352,582 shares (Direct); Class A Common Stock — 665,929 shares (Indirect, See Footnote)

Footnotes (2)

1. F1. Represents the grant of Restricted Stock Units (RSUs). Each RSU represents a contingent right to receive one share of Class A Common Stock upon settlement. Subject to continued Board service, the RSUs vest annually in equal installments over 2 years.
2. F2. Shares are held by the McCaffery Family Trust as amended 12/18/00, of which the Reporting Person is trustee.

Key Figures

Restricted stock units granted: 30,883 RSUs Shares per RSU: 1 share of Class A Common Stock Vesting period: 2 years +2 more

5 metrics

Restricted stock units granted 30,883 RSUs Grant to Michael G. McCaffery on October 26, 2026

Shares per RSU 1 share of Class A Common Stock Contingent right upon settlement

Vesting period 2 years Annual installments, subject to continued Board service

Direct shares following grant 352,582 shares Michael G. McCaffery's reported direct holdings

Trust-held shares 665,929 shares Held by the McCaffery Family Trust, of which McCaffery is trustee

Key Terms

Restricted Stock Units (RSUs), vest, settlement

3 terms

Restricted Stock Units (RSUs) financial

"grant of Restricted Stock Units (RSUs)"

Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.

vest financial

"the RSUs vest annually in equal installments over 2 years"

A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.

settlement financial

"upon settlement"

Settlement is the process of completing a financial transaction, like buying or selling a stock, by transferring money and ownership between parties. It ensures that both the buyer gets the asset and the seller gets paid, making the deal official. Without settlement, the transaction wouldn't be finalized or legally recognized.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many RSUs did C3.ai (AI) director Michael G. McCaffery receive?

Michael G. McCaffery received 30,883 restricted stock units on October 26, 2026. Each unit represents a contingent right to receive one share of Class A Common Stock upon settlement.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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Available on EDGAR 10/28/2026 - 08:10 PM EDT Accepted by SEC EDGAR 10/28/2026 - 08:10 PM EDT Learn about SEC filing dates

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
Estimated average burden
hours per response:			0.5

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

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^*

MCCAFFERY MICHAEL G

(Last) (First) (Middle)

C/O C3.AI, INC.

1400 SEAPORT BLVD

(Street)

REDWOOD CITY CALIFORNIA 94063

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/26/2026

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

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

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

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	10/26/2026		A		30,883(1)	A	$0	352,582	D
Class A Common Stock								665,929	I	See Footnote(2)

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. Represents the grant of Restricted Stock Units (RSUs). Each RSU represents a contingent right to receive one share of Class A Common Stock upon settlement. Subject to continued Board service, the RSUs vest annually in equal installments over 2 years.

2. Shares are held by the McCaffery Family Trust as amended 12/18/00, of which the Reporting Person is trustee.

Remarks:

Exhibit 24.1 - Power of Attorney

	/s/ Tom MacMitchell, Attorney-in-Fact	10/28/2026
	** 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.
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.
* Form 4: SEC 1474 (03-26)