Cerebras COO sells 38.9K shares in tax-cover trade
Cerebras Systems Inc. (CBRS) reported that Chief Operating Officer Dhiraj Mallick converted 158,889 shares of Class B Common Stock into an equal number of Class A Common Stock on August 18, 2026.
Rhea-AI Filing Summary
Cerebras Systems Inc. (CBRS) reported that Chief Operating Officer Dhiraj Mallick converted 158,889 shares of Class B Common Stock into an equal number of Class A Common Stock on August 18, 2026. On the same date, he sold 38,889 Class A shares at prices between $214.85 and $240.01 per share, primarily in a "sell to cover" transaction for tax withholding related to restricted stock units. Following the conversion, he held 520,807 Class B shares directly.
Positive
- None.
Negative
- None.
Insider Trade Summary
Exercise and sale activity reported; no spread calculated
Exercise and Sale
28 txns
Insider
Mallick Dhiraj
Role
Chief Operating Officer
Sold
38,889 shs ($8.64M)
Approx. gross sale proceeds
$8.64M
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Class B Common Stock F1 | 158,889 | $0.00 | $0.00 |
| Conversion | Class A Common Stock F1 | 158,889 | -- | -- |
| Sale | Class A Common Stock F2 | 2 | $214.85 | $429.70 |
| Sale | Class A Common Stock F2, F3 | 1,937 | $215.67 | $418K |
| Sale | Class A Common Stock F2, F4 | 3,305 | $216.40 | $715K |
| Sale | Class A Common Stock F2, F5 | 2,458 | $217.58 | $535K |
| Sale | Class A Common Stock F2, F6 | 3,055 | $218.54 | $668K |
| Sale | Class A Common Stock F2, F7 | 3,465 | $219.58 | $761K |
| Sale | Class A Common Stock F2, F8 | 6,810 | $220.43 | $1.50M |
| Sale | Class A Common Stock F2, F9 | 6,237 | $221.47 | $1.38M |
| Sale | Class A Common Stock F2, F10 | 2,925 | $222.42 | $651K |
| Sale | Class A Common Stock F2, F11 | 900 | $223.54 | $201K |
| Sale | Class A Common Stock F2, F12 | 369 | $224.52 | $83K |
| Sale | Class A Common Stock F2, F13 | 613 | $225.51 | $138K |
| Sale | Class A Common Stock F2, F14 | 837 | $226.46 | $190K |
| Sale | Class A Common Stock F2, F15 | 635 | $227.37 | $144K |
| Sale | Class A Common Stock F2, F16 | 173 | $228.53 | $40K |
| Sale | Class A Common Stock F2, F17 | 268 | $229.46 | $61K |
| Sale | Class A Common Stock F2, F18 | 86 | $230.67 | $20K |
| Sale | Class A Common Stock F19 | 444 | $231.57 | $103K |
| Sale | Class A Common Stock F20 | 506 | $232.62 | $118K |
| Sale | Class A Common Stock F21 | 410 | $233.31 | $96K |
| Sale | Class A Common Stock F22 | 1,078 | $234.47 | $253K |
| Sale | Class A Common Stock F23 | 550 | $235.50 | $130K |
| Sale | Class A Common Stock F24 | 371 | $236.43 | $88K |
| Sale | Class A Common Stock | 21 | $237.23 | $5K |
| Sale | Class A Common Stock | 17 | $238.78 | $4K |
| Sale | Class A Common Stock F25 | 1,417 | $240.01 | $340K |
Holdings After Transaction:
Class B Common Stock — 520,807 contracts (Direct);
Class A Common Stock — 120,000 shares (Direct)
Footnotes (25)
- F1. The Class B Common Stock is convertible into an equal number of Class A Common Stock at any time, at the Reporting Person's election, and has no expiration date.
- F2. These shares were sold by the Reporting Person to cover tax withholding obligations in connection with the settlement of restricted stock units, resulting in the automatic conversion of the shares into Class A Common Stock immediately prior to execution of the sale. The sale was to satisfy tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person. The Reporting Person is subject to a lock-up agreement that that was entered into with underwriters in connection with the Issuer's initial public offering and expires on the earlier of (i) 6:00 a.m. Eastern Time on the second trading day following the Issuer's release of earnings for the quarter ending September 30, 2026 or (ii) November 9, 2026. The sale of shares is a permissible exemption under the terms of the lock-up agreement.
- F3. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $215.01 to $215.99, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F4. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $216.00 to $216.99, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F5. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $217.00 to $217.99, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F6. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $218.00 to $218.99, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F7. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $219.00 to $219.99, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F8. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $220.00 to $220.99, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F9. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $221.00 to $221.99, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F10. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $222.00 to $222.99, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F11. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $223.00 to $223.99, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F12. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $224.12 to $224.92, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F13. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $225.01 to $225.98, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F14. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $226.01 to $226.97, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F15. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $227.01 to $227.96, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F16. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $228.01 to $228.99, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F17. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $229.00 to $229.88, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F18. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $230.11 to $230.99, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F19. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $231.12 to $231.99, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F20. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $232.05 to $232.99, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F21. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $233.00 to $233.92, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F22. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $234.04 to $234.99, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F23. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $235.00 to $235.99, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F24. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $236.01 to $236.97, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F25. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $240.00 to $240.01, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
Key Figures
Class B shares converted: 158,889 shares
Class A shares sold: 38,889 shares
Lowest reported sale price: $214.85 per share
+4 more
7 metrics
Class B shares converted
158,889 shares
Class B Common Stock converted into Class A on August 18, 2026
Class A shares sold
38,889 shares
Total Class A Common Stock sold on August 18, 2026
Lowest reported sale price
$214.85 per share
Class A Common Stock sale on August 18, 2026
Highest weighted-average sale price range
$240.00 to $240.01 per share
Weighted-average price range in one sale tranche
Class B shares held after conversion
520,807 shares
Direct Class B Common Stock ownership following the derivative conversion
Net shares sold
38,889 shares
Net disposition from buy/sell activity per transaction summary
Derivative exercises
1 transaction; 158,889 shares
Conversions of derivative securities (Class B to Class A)
Key Terms
sell to cover, lock-up agreement, restricted stock units, weighted average sale price, +2 more
6 terms
sell to cover financial
"to be funded by a "sell to cover" transaction and does not represent"
Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.
lock-up agreement regulatory
"The Reporting Person is subject to a lock-up agreement that was"
A lock-up agreement is a contract that prevents company insiders and early investors from selling their shares for a fixed period after a stock sale, often after an initial public offering. It matters to investors because it temporarily limits the number of shares that can hit the market, which can keep the share price steadier; when the lock-up ends, a sudden increase in available shares can create extra volatility, revealing insiders’ confidence or lack thereof.
restricted stock units financial
"obligations in connection with the settlement of restricted stock units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
weighted average sale price financial
"represents the weighted average sale price of the shares sold ranging"
Class B Common Stock financial
"The Class B Common Stock is convertible into an equal number"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
initial public offering financial
"entered into with underwriters in connection with the Issuer's initial public offering"
An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.
FAQ
What insider activity did CBRS report for Dhiraj Mallick on August 18, 2026?
Cerebras Systems Inc. reported that Chief Operating Officer Dhiraj Mallick converted 158,889 Class B shares into Class A, then sold 38,889 Class A shares on August 18, 2026, mainly to cover tax withholding obligations related to restricted stock units.
Were the CBRS insider sales by Dhiraj Mallick discretionary trades?
The filing explains that the 38,889 Class A shares sold by Dhiraj Mallick were to satisfy tax withholding obligations in connection with restricted stock units via a "sell to cover" transaction and "does not represent a discretionary transaction" by him.
AI-generated analysis. How Rhea-AI works. Not financial advice.