Cerebras Systems (NASDAQ: CBRS) director sells 50K shares
Rhea-AI Filing Summary
Cerebras Systems Inc. (CBRS) director Steven Vassallo, through various Foundation Capital entities and family trusts, reported multiple Class B-to-Class A conversions and related restructurings on June 24 and August 14, 2026. Entities associated with him converted an aggregate of 1,912,792 shares of Class B Common Stock into Class A Common Stock for no additional consideration and made pro rata, in-kind distributions among affiliated funds and management entities. A revocable family trust associated with Vassallo sold a total of 50,000 shares of Class A Common Stock in multiple transactions at weighted‑average prices within disclosed ranges of approximately $215.79–$220.15 per share. Across these holdings, Vassallo is described as a manager or co‑trustee and disclaims beneficial ownership except to the extent of his pecuniary interest in the applicable entities or trusts, and the transactions are not indicated as occurring under a Rule 10b5‑1 trading plan.
Positive
- None.
Negative
- None.
Insider Trade Summary
Exercise and sale activity reported; no spread calculated
Exercise and Sale
25 txns
Insider
Vassallo Steven
Role
Director
Sold
50,000 shs ($10.91M)
Approx. gross sale proceeds
$10.91M
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Class B Common Stock F1, F22, F2 | 347,782 | -- | -- |
| Conversion | Class B Common Stock F1, F22, F3 | 7,490 | -- | -- |
| Conversion | Class B Common Stock F1, F22, F4 | 27,285 | -- | -- |
| Conversion | Class A Common Stock F1, F2 | 347,782 | -- | -- |
| Conversion | Class A Common Stock F1, F3 | 7,490 | -- | -- |
| Conversion | Class A Common Stock F1, F4 | 27,285 | -- | -- |
| Other | Class A Common Stock F5, F2 | 1,738,913 | $0.00 | $0.00 |
| Other | Class A Common Stock F6, F3 | 37,453 | $0.00 | $0.00 |
| Other | Class A Common Stock F7, F4 | 136,426 | $0.00 | $0.00 |
| Other | Class A Common Stock F8, F9 | 449,885 | $0.00 | $0.00 |
| Other | Class A Common Stock F10, F9 | 449,885 | $0.00 | $0.00 |
| Other | Class A Common Stock F11, F12 | 1,368 | $0.00 | $0.00 |
| Other | Class A Common Stock F13, F14 | 99,599 | $0.00 | $0.00 |
| Other | Class A Common Stock F15, F16 | 50,944 | $0.00 | $0.00 |
| Sale | Class A Common Stock F17, F14 | 6,081 | $216.38 | $1.32M |
| Sale | Class A Common Stock F18, F14 | 16,671 | $217.47 | $3.63M |
| Sale | Class A Common Stock F19, F14 | 11,834 | $218.46 | $2.59M |
| Sale | Class A Common Stock F20, F14 | 14,323 | $219.41 | $3.14M |
| Sale | Class A Common Stock F21, F14 | 1,091 | $219.97 | $240K |
| Conversion | Class B Common Stock F1, F22, F2 | 1,391,131 | -- | -- |
| Conversion | Class B Common Stock F1, F22, F3 | 29,963 | -- | -- |
| Conversion | Class B Common Stock F1, F22, F4 | 109,141 | -- | -- |
| Conversion | Class A Common Stock F1, F2 | 1,391,131 | -- | -- |
| Conversion | Class A Common Stock F1, F3 | 29,963 | -- | -- |
| Conversion | Class A Common Stock F1 | 109,141 | -- | -- |
Holdings After Transaction:
Class B Common Stock — 12,172,392 shares (Indirect, By Foundation Capital VIII, L.P.);
Class B Common Stock — 262,174 shares (Indirect, By Foundation Capital VIII Principals Fund, LLC);
Class B Common Stock — 954,985 shares (Indirect, By Foundation Capital Leadership Fund II, L.P.);
Class A Common Stock — 29,963 shares (Indirect, By Foundation Capital VIII Principals Fund, LLC);
Class A Common Stock — 0 shares (Indirect, By Foundation Capital VIII, L.P.);
Class A Common Stock — 0 shares (Indirect, By Foundation Capital VIII Principals Fund, L.L.C.);
Class A Common Stock — 0 shares (Indirect, By Foundation Capital Leadership Fund II, L.P.);
Class A Common Stock — 0 shares (Indirect, By Foundation Capital Management Co. VIII, L.L.C.);
Class A Common Stock — 1,368 shares (Indirect, By Foundation Capital Management Co. LF II, L.L.C.);
Class A Common Stock — 50,944 shares (Indirect, By Irrevocable Trust);
Class A Common Stock — 49,599 shares (Indirect, By Revocable Trust)
Footnotes (22)
- F1. Each share of Class B Common Stock was converted into one share of Class A Common Stock for no additional consideration.
- F2. Securities are directly held by Foundation Capital VIII, L.P. ("FC8"). Foundation Capital Management Co. VIII, L.L.C. ("FCM8") is the general partner of FC8. The Reporting Person is a manager of FCM8 and may be deemed to beneficially own such shares. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein.
- F3. Securities are directly held by Foundation Capital VIII Principals Fund, L.L.C. ("FC8P"). Foundation Capital Management Co. VIII, L.L.C. ("FCM8") is the manager of FC8P. The Reporting Person is a manager of FCM8 and may be deemed to beneficially own such shares. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein.
- F4. Securities are directly held by Foundation Capital Leadership Fund II, L.P. ("FCLF2"). Foundation Capital Management Co. LF II, L.L.C. ("FCMLF2") is the general partner of FCLF2. The Reporting Person is a manager of FCMLF2 and may be deemed to beneficially own such shares. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein.
- F5. Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by FC8 to its general partner and limited partners without additional consideration.
- F6. Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by FC8P to its general partner and limited partners without additional consideration.
- F7. Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by FCLF2 to its general partner and limited partners without additional consideration.
- F8. Represents receipt of shares in the distributions in kind described in footnotes (5) and (6).
- F9. Securities are directly held by FCM8. The Reporting Person is a manager of FCM8 and may be deemed to beneficially own such shares. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein.
- F10. Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by FCM8 to its members without additional consideration.
- F11. Represents receipt of shares in the distribution in kind described in footnote (7).
- F12. Securities are directly held by FCMLF2. The Reporting Person is a manager of FCMLF2 and may be deemed to beneficially own such shares. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein.
- F13. Represents receipt of shares in the distributions in kind described in footnotes (6) and (10).
- F14. The securities are held by a revocable family trust, of which the Reporting Person is a co-trustee. The Reporting Person disclaims beneficial ownership of such shares except to the extent of his proportionate pecuniary interest therein.
- F15. Represents receipt of shares in the distribution in kind described in footnote (10).
- F16. The securities are held by an irrevocable GST trust, of which the Reporting Person is a co-trustee. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
- F17. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $215.79 to $216.78 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the range set forth in this footnote.
- F18. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $216.87 to $217.86 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the range set forth in this footnote.
- F19. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $217.90 to $218.89 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the range set forth in this footnote.
- F20. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $218.90 to $219.89 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the range set forth in this footnote.
- F21. The price reported in Column 4 is a weighted average price. These securities were sold in multiple transactions at prices ranging from $219.90 to $220.15 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of securities sold at each separate price within the range set forth in this footnote.
- F22. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time at the option of the holder and does not expire.
Key Figures
Class B to Class A conversions: 1,912,792 shares
Shares sold by revocable trust: 50,000 shares
Sale price range: $215.79–$220.15 per share
+3 more
6 metrics
Class B to Class A conversions
1,912,792 shares
Aggregate Class B Common Stock converted into Class A on 2026-06-24 and 2026-08-14
Shares sold by revocable trust
50,000 shares
Total Class A shares sold on 2026-08-14 by revocable family trust; Form 4 transactionSummary
Sale price range
$215.79–$220.15 per share
Weighted-average price ranges across five sale blocks; footnotes F17–F21
Restructuring-related shares
2,964,473 shares
Shares involved in J-code restructuring and in-kind distributions; transactionSummary.restructuringShares
Single largest J-code block
449,885 shares
Class A shares received by Foundation Capital Management Co. VIII, L.L.C. in in-kind distributions; footnote F8
Irrevocable trust holding after transaction
50,944 shares
Class A shares held by an irrevocable GST trust after J-code acquisition on 2026-08-14
Key Terms
pro rata, in-kind distribution, weighted average price, pecuniary interest, revocable family trust, +2 more
6 terms
pro rata, in-kind distribution financial
"Represents a pro rata, in-kind distribution, and not a purchase or sale"
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
pecuniary interest financial
"disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest"
revocable family trust financial
"The securities are held by a revocable family trust, of which the Reporting Person is a co-trustee."
irrevocable GST trust financial
"The securities are held by an irrevocable GST trust, of which the Reporting Person is a co-trustee."
Class B Common Stock financial
"Each share of Class B Common Stock is convertible into one share 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 insider transactions did Steven Vassallo report for CBRS on June 24 and August 14, 2026?
Steven Vassallo reported conversions of 1,912,792 Class B shares into Class A and several pro rata, in‑kind distributions among Foundation Capital entities. He also reported 50,000 Class A shares sold by a revocable family trust at disclosed weighted‑average price ranges.
AI-generated analysis. How Rhea-AI works. Not financial advice.
