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Cerebras Systems director Paul R. Auvil III reported an internal share reclassification tied to the company’s initial public offering. On May 15, 2026, 203,750 shares of Class A common stock were moved to Class B common stock in an exempt restructuring transaction coded “J.”
After the change, Auvil held 203,750 shares of Class B common stock, each convertible at any time into one share of Class A common stock. The footnote explains that all Class A shares he beneficially owned, including those underlying RSU and option awards, were reclassified under Rule 16b-7, indicating a structural adjustment rather than an open‑market trade.
Cerebras Systems Inc. Chief Accounting Officer Yagnesh Patel reported routine share movements related to equity compensation and the company’s initial public offering structure. On May 13, 2026, 19,083 shares of Class A common stock were withheld at $185.00 per share to satisfy tax liabilities on vesting restricted stock units, which the company notes was not a market sale.
On May 15, 2026, 130,917 shares of Class A common stock beneficially owned by Patel, including shares underlying RSU and option awards, were reclassified into 130,917 shares of Class B common stock in an exempt transaction under Rule 16b-7. Following these changes, Patel holds 130,917 shares of Class B common stock, each convertible at any time into one share of Class A common stock.
Cerebras Systems Inc. Chief Technology Officer and 10% owner Sean Lie reported internal equity restructuring and tax-related share withholding. On May 13, 2026, 96,127 shares of Class A common stock were withheld at $185.00 per share to cover tax liability on vesting of restricted stock units, which the filing states was not a market sale.
On May 15, 2026, the filing shows multiple "J" code transactions reflecting reclassification of Lie’s holdings so that Class A common stock and related awards were converted into Class B common stock in an exempt transaction under Rule 16b-7, in connection with the company’s initial public offering. Following these changes, Lie holds 8,209,731 shares of Class B common stock directly and 180,600 shares indirectly through a spouse, plus several vested stock options over Class B common stock.
Cerebras Systems Inc. has completed its initial public offering of Class A common stock and updated its corporate governance documents. The company sold an aggregate of 34,500,000 shares of Class A common stock at $185.00 per share, including 4,500,000 shares from the full exercise of the underwriters’ option. This generated $6.4 billion in gross proceeds before underwriting discounts, commissions and offering expenses. In connection with the IPO closing, Cerebras filed an amended and restated certificate of incorporation and its amended and restated bylaws became effective, implementing the capital structure and governance framework described in its IPO prospectus.