Cerebras director reports 996K-share transfer
Cerebras Systems Inc. director Susan Lior reported non-cash restructuring transfers of Eclipse-affiliated holdings, including new direct and estate-planning vehicle positions.
Rhea-AI Filing Summary
Cerebras Systems Inc. (CBRS) director Susan Lior reported restructuring-related transfers of Class A common stock on September 2, 2026. An entity associated with her disposed of 902,236 shares through a pro-rata, in-kind distribution by Eclipse-affiliated funds to their partners for no additional consideration. She directly received 46,455 shares and an estate-planning vehicle she controls indirectly received 47,470 shares from the same in-kind distributions. Following these transactions, she held 290,661 shares directly, with additional shares held indirectly through controlled entities over which she may be deemed to have voting, investment and dispositive power.
Positive
- None.
Negative
- None.
Insider Trade Summary
Other: 996,161 shares
Other
3 txns
Insider
Susan Lior
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Class A Common Stock F1, F2 | 902,236 | -- | -- |
| Other | Class A Common Stock F3 | 46,455 | -- | -- |
| Other | Class A Common Stock F3, F4 | 47,470 | -- | -- |
Holdings After Transaction:
Class A Common Stock — 290,661 shares (Direct);
Class A Common Stock — 255,041 shares (Indirect, See footnote)
Footnotes (4)
- F1. Represents a pro-rata, in-kind distribution by the Eclipse Entities (as defined below) to its partners, for no additional consideration (the "Distribution").
- F2. Following the distribution, consists of (i) 439,397 shares of Class A common stock held by Eclipse Continuity Fund I, L.P. ("Eclipse Continuity Fund"); (ii) 3,595,108 shares of Class A common stock held by Eclipse SPV II, L.P. ("Eclipse SPV II"); (iii) 329,335 shares of Class A common stock held by Eclipse SPV XIII, L.P. ("Eclipse SPV XIII"); and (iv) 3,029,104 shares of Class A common stock held by Eclipse Ventures Fund I, L.P. ("Eclipse Fund," and together with Eclipse Continuity Fund, Eclipse SPV II, and Eclipse SPV XIII, "Eclipse Entities"). The Reporting Person is the sole managing member of the general partner of each of the Eclipse Entities and may be deemed to have voting, investment, and dispositive power with respect to the shares held by such entities.
- F3. The shares were obtained pursuant to a pro-rata, in-kind distribution from the Eclipse Entities, for no additional consideration.
- F4. The shares are held directly by an estate-planning vehicle which is controlled by the Reporting Person.
Key Figures
Indirect disposition: 902,236 shares
Direct acquisition: 46,455 shares
Indirect acquisition via estate-planning vehicle: 47,470 shares
+2 more
5 metrics
Indirect disposition
902,236 shares
Pro-rata, in-kind distribution on September 2, 2026 by Eclipse-affiliated entities
Direct acquisition
46,455 shares
Obtained via pro-rata, in-kind distribution on September 2, 2026
Indirect acquisition via estate-planning vehicle
47,470 shares
Obtained via pro-rata, in-kind distribution on September 2, 2026
Restructuring-related share movements
996,161 shares
Total shares involved in J-code restructuring transactions reported
Direct holdings after transaction
290,661 shares
Class A common stock held directly by Susan Lior after acquisitions
Key Terms
pro-rata, in-kind distribution, estate-planning vehicle, voting, investment, and dispositive power, indirect ownership
4 terms
pro-rata, in-kind distribution financial
"Represents a pro-rata, in-kind distribution by the Eclipse Entities to its partners"
estate-planning vehicle financial
"The shares are held directly by an estate-planning vehicle which is controlled"
voting, investment, and dispositive power financial
"may be deemed to have voting, investment, and dispositive power with respect"
indirect ownership financial
"The shares are held directly by an estate-planning vehicle which is controlled"
FAQ
What insider transactions did CBRS director Susan Lior report on September 2, 2026?
She reported three J-code restructuring transactions in Cerebras Systems Inc. Class A common stock: a 902,236-share indirect disposition and acquisitions of 46,455 shares directly and 47,470 shares indirectly through an estate-planning vehicle, all via pro-rata, in-kind distributions from Eclipse-affiliated funds.
How are indirect CBRS holdings attributed to Susan Lior in this Form 4?
Indirect holdings are through Eclipse-affiliated funds and an estate-planning vehicle she controls. She may be deemed to have voting, investment, and dispositive power over shares held by these entities, so their transactions are reported in her Form 4.
Were Susan Lior’s CBRS transactions made under a Rule 10b5-1 trading plan?
No. The document-level Rule 10b5-1 checkbox is not affirmed, and the footnotes describe the transactions as pro-rata, in-kind distributions from Eclipse-affiliated entities, with no indication of a Rule 10b5-1 trading plan.
AI-generated analysis. How Rhea-AI works. Not financial advice.
