Cerebras Systems (CBRS) CEO sells stock above $195 a share
Rhea-AI Filing Summary
Cerebras Systems Inc. (CBRS) reported insider transactions by CEO and President Andrew D. Feldman. Feldman exercised or converted derivative securities covering 712,677 shares, including the conversion of 237,559 shares of Class B Common Stock into Class A Common Stock. On August 21, 2026 he sold 237,559 shares of Class A Common Stock in multiple open-market transactions pursuant to a Rule 10b5-1 trading plan adopted on May 20, 2026. He also made a bona fide charitable gift of 50,000 shares of Class A Common Stock to a donor-advised fund and there was a 120-share pro-rata, in-kind distribution to the Feldman Bravo Family Trust. Following these transactions, Feldman continues to have indirect interests in derivative positions representing 50,000 underlying Class A shares in each of two GRATs.
Positive
- None.
Negative
- None.
Insider Trade Summary
Exercise and sale activity reported; no spread calculated
Exercise and Sale
23 txns
Insider
Feldman Andrew D.
Role
CEO, President
Sold
237,559 shs ($47.34M)
Approx. gross sale proceeds
$47.34M
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Class A Common Stock F16 | 120 | $0.00 | $0.00 |
| Exercise | Stock Option F17 | 62,674 | $0.00 | $0.00 |
| Exercise | Stock Option F18 | 137,326 | $0.00 | $0.00 |
| Exercise | Stock Option F18 | 37,559 | $0.00 | $0.00 |
| Exercise | Class B Common Stock F2 | 237,559 | $0.00 | $0.00 |
| Conversion | Class B Common Stock F2 | 237,559 | $0.00 | $0.00 |
| Gift | Class A Common Stock F1, F2 | 50,000 | -- | -- |
| Conversion | Class A Common Stock F2 | 237,559 | $0.00 | $0.00 |
| Sale | Class A Common Stock F3, F4 | 43,553 | $196.20 | $8.55M |
| Sale | Class A Common Stock F3, F5 | 21,307 | $197.45 | $4.21M |
| Sale | Class A Common Stock F3, F6 | 32,864 | $198.18 | $6.51M |
| Sale | Class A Common Stock F3, F7 | 66,237 | $199.33 | $13.20M |
| Sale | Class A Common Stock F3, F8 | 33,575 | $200.13 | $6.72M |
| Sale | Class A Common Stock F3, F9 | 8,832 | $201.12 | $1.78M |
| Sale | Class A Common Stock F3, F10 | 6,699 | $202.28 | $1.36M |
| Sale | Class A Common Stock F3, F11 | 12,092 | $203.37 | $2.46M |
| Sale | Class A Common Stock F3, F12 | 4,800 | $204.44 | $981K |
| Sale | Class A Common Stock F3, F13 | 1,600 | $205.32 | $329K |
| Sale | Class A Common Stock F3, F14 | 1,400 | $207.28 | $290K |
| Sale | Class A Common Stock F3, F15 | 4,594 | $208.86 | $960K |
| Sale | Class A Common Stock F3 | 6 | $210.21 | $1K |
| holding | Class B Common Stock F2 | -- | -- | -- |
| holding | Class B Common Stock F2 | -- | -- | -- |
Holdings After Transaction:
Stock Option — 662,441 shares (Direct);
Class B Common Stock — 13,945,134 shares (Direct);
Class A Common Stock — 16,853 shares (Direct);
Class A Common Stock — 686 shares (Indirect, By Feldman Bravo Family Trust);
Class B Common Stock — 50,000 shares (Indirect, By GRAT 1);
Class B Common Stock — 50,000 shares (Indirect, By GRAT 2)
Footnotes (18)
- F1. The reporting person transferred 50,000 shares of the Issuer's common stock to a donor-advised fund sponsored by a charitable organization under Section 501(c)(3) of the Internal Revenue Code.
- F2. 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.
- F3. The sale reported on this Form 4 represents shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2026.
- F4. The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $195.75 to $196.74, 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 $196.75 to $197.74, 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 $197.75 to $198.74, 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 $198.75 to $199.74, 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 $199.75 to $200.74, 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 $200.75 to $201.72, 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 $201.86 to $202.83, 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 $202.90 to $203.87, 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 $203.92 to $204.87, 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 $204.96 to $205.67, 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 $206.81to $207.59, 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 $208.42 to $209.00, 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. Represents a pro-rata, in-kind distribution not for additional consideration.
- F17. The stock option vests in 48 substantially equal monthly installments beginning on February 1, 2023.
- F18. The stock option is fully vested and exercisable.
Key Figures
Shares sold: 237,559 shares of Class A Common Stock
Shares exercised/converted: 712,677 shares
Charitable gift: 50,000 shares of common stock
+5 more
8 metrics
Shares sold
237,559 shares of Class A Common Stock
Total sellShares in transactionSummary
Shares exercised/converted
712,677 shares
exerciseShares in transactionSummary for codes M/C
Charitable gift
50,000 shares of common stock
Gift to donor-advised fund per Footnote F1
In-kind distribution
120 shares of Class A Common Stock
Pro-rata in-kind distribution to Feldman Bravo Family Trust per Footnote F16
Option exercise price
$5.02 per share
Conversion or exercise price on 62,674 stock options expiring 2033-02-13
Option exercise price
$7.89 per share
Conversion or exercise price on 137,326 stock options expiring 2032-01-11
Option exercise price
$2.72 per share
Conversion or exercise price on 37,559 stock options expiring 2030-12-07
Price ranges of sales
$195.75–$209.00 per share
Weighted average sale price ranges across Footnotes F4–F15
Key Terms
Rule 10b5-1 trading plan, bona fide gift, donor-advised fund, Section 501(c)(3), +2 more
6 terms
Rule 10b5-1 trading plan regulatory
"shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
bona fide gift financial
"transaction_code "G" with description "Bona fide gift""
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
donor-advised fund financial
"transferred 50,000 shares ... to a donor-advised fund sponsored by a"
A donor-advised fund is a charitable giving account that lets an individual or family deposit cash, stock, or other assets now, get an immediate tax benefit, and then recommend grants to charities over time. Think of it like a private charitable bucket you control without running a charity yourself; investors care because it’s a tax-efficient way to give appreciated securities, can change when and how donated shares enter the market, and affects personal and corporate tax planning.
Section 501(c)(3) regulatory
"charitable organization under Section 501(c)(3) of the Internal Revenue Code"
pro-rata, in-kind distribution financial
"Represents a pro-rata, in-kind distribution not for additional consideration."
Class B Common Stock financial
"The Class B Common Stock is convertible into an equal number of Class A"
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.
FAQ
What did CBRS CEO Andrew D. Feldman report in this Form 4?
Andrew D. Feldman reported exercising or converting derivatives on 712,677 shares, converting 237,559 Class B shares into Class A, selling 237,559 Class A shares, making a 50,000-share charitable gift, and a 120-share in-kind distribution to a family trust.
Were the CBRS insider sales made under a Rule 10b5-1 trading plan?
Yes. Footnote F3 states the sales reported on this Form 4 represent shares sold by the CEO pursuant to a Rule 10b5-1 trading plan that he adopted on May 20, 2026.
What stock option exercises did the CBRS CEO report?
He reported exercising stock options covering 62,674 shares at $5.02, 137,326 shares at $7.89, and 37,559 shares at $2.72 per share, among others, contributing to a total of 712,677 shares involved in exercises or conversions.
Did the Cerebras Systems (CBRS) CEO make any charitable gifts of stock?
Yes. Footnote F1 states he transferred 50,000 shares of common stock to a donor-advised fund sponsored by a charitable organization described in Section 501(c)(3) of the Internal Revenue Code.
What ongoing derivative holdings tied to CBRS does the CEO still report?
The derivative summary shows two indirect positions in Class B Common Stock, each convertible into 50,000 underlying Class A shares, held through entities identified as GRAT 1 and GRAT 2.
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