Cerebras director adds 44K shares via fund distribution

Cerebras Systems Inc. (CBRS) reported an insider ownership change by director Eric Vishria.

Rhea-AI Filing Summary

Cerebras Systems Inc. (CBRS) reported an insider ownership change by director Eric Vishria. On 2026-08-24, entities controlled by him indirectly acquired 44,507 shares of Class A Common Stock in an "other" restructuring transaction, described as a pro‑rata, in‑kind distribution from Benchmark Capital Partners VIII, L.P. and affiliated funds. Following this distribution, the reporting person’s controlled entities held a total of 186,840 indirect shares. The filing indicates the transaction was effected pursuant to a Rule 10b5-1 trading plan, and no per‑share consideration was reported for the distribution.

Insider Trade Summary 10b5-1

Other: 44,507 shares

Other 1 txn

Insider Vishria Eric

Role Director

Type	Security	Shares	Price	Value
Other	Class A Common Stock F1, F2	44,507	$0.00	$0.00

Holdings After Transaction: Class A Common Stock — 186,840 shares (Indirect, See Footnote)

Footnotes (2)

1. F1. Represents a pro-rata, in-kind distribution by Benchmark Capital Partners VIII, L.P. and its affiliated funds, not for additional consideration, to its partners, including their respective members and assignees.
2. F2. Shares are held by entities controlled by the reporting person.

Key Figures

Shares acquired: 44,507 shares of Class A Common Stock Total indirect holdings after transaction: 186,840 shares of Class A Common Stock Reported transaction price per share: $0.0000 per share +2 more

5 metrics

Shares acquired 44,507 shares of Class A Common Stock Other acquisition or disposition on 2026-08-24 via pro‑rata, in‑kind distribution

Total indirect holdings after transaction 186,840 shares of Class A Common Stock Shares held by entities controlled by the reporting person following the 2026-08-24 transaction

Reported transaction price per share $0.0000 per share Pro‑rata, in‑kind distribution by Benchmark Capital funds, not for additional consideration

Transaction date 2026-08-24 Date of the reported other acquisition or disposition (Form 4 code J)

Restructuring shares 44,507 shares Classified in transaction summary as restructuring shares related to code J transaction

Key Terms

Rule 10b5-1, pro-rata, in-kind distribution, indirect ownership, Other acquisition or disposition

4 terms

Rule 10b5-1 regulatory

"The filing indicates the transaction was effected pursuant to a Rule 10b5-1 trading plan"

Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.

pro-rata, in-kind distribution financial

"Represents a pro-rata, in-kind distribution by Benchmark Capital Partners VIII, L.P."

indirect ownership financial

"Shares are held by entities controlled by the reporting person."

Other acquisition or disposition regulatory

"transaction_code_description": "Other acquisition or disposition""

FAQ

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

What insider transaction did CBRS director Eric Vishria report?

Eric Vishria reported an indirect acquisition of 44,507 shares of Cerebras Systems Inc. Class A Common Stock on 2026-08-24, classified as an other acquisition or disposition related to a pro‑rata, in‑kind distribution from Benchmark Capital funds.

How many CBRS shares does Eric Vishria control after this Form 4 transaction?

After the reported transaction, entities controlled by Eric Vishria held 186,840 shares of Cerebras Systems Inc. Class A Common Stock indirectly, as disclosed in the Form 4 filing.

What was the nature of the 44,507-share CBRS transaction on 2026-08-24?

The 44,507-share transaction was a pro‑rata, in‑kind distribution by Benchmark Capital Partners VIII, L.P. and affiliated funds to their partners, including their members and assignees, reported under code J as an other acquisition or disposition with no additional consideration.

Was the CBRS Form 4 transaction by Eric Vishria under a Rule 10b5-1 plan?

Yes. The Form 4 indicates the transaction was conducted under a Rule 10b5-1 trading plan, as shown by the checked 10b5-1 affirmation for the filing.

Does Eric Vishria hold CBRS shares directly or indirectly?

The filing states the reported CBRS shares are held by entities controlled by the reporting person, and lists the ownership type as indirect with the nature of ownership described in the footnotes.

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

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Available on EDGAR 08/26/2026 - 04:05 PM EDT Accepted by SEC EDGAR 08/26/2026 - 04:02 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).

X

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^*

Vishria Eric

(Last) (First) (Middle)

C/O BENCHMARK

2965 WOODSIDE ROAD

(Street)

WOODSIDE CALIFORNIA 94062

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Cerebras Systems Inc. [ CBRS ]

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)
08/24/2026

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	08/24/2026		J(1)		44,507	A	$0.00	186,840	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 a pro-rata, in-kind distribution by Benchmark Capital Partners VIII, L.P. and its affiliated funds, not for additional consideration, to its partners, including their respective members and assignees.

2. Shares are held by entities controlled by the reporting person.

	/s/ An-Yen Hu, by power of attorney for Eric Vishria	08/26/2026
	** 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)