Cerebras Systems (CBRS): Andrew Feldman reports 9.2% beneficial stake in Class A

Rhea-AI Filing Summary

Andrew Feldman reported beneficial ownership of Class A Common Stock of Cerebras Systems Inc. as of June 30, 2026. Based on 103,220,568 Class A shares outstanding, he beneficially owns 10,397,232 shares, representing 9.2% of the Class A Common Stock.

The position includes Class A shares underlying Class B Common Stock, stock options vesting within 60 days, and restricted stock units vesting within 60 days. Feldman has sole voting and dispositive power over 10,347,232 shares and shared voting and dispositive power over 50,000 shares held in grantor retained annuity trusts.

Key Figures

Beneficial ownership: 10,397,232 shares of Class A Common Stock Ownership percentage: 9.2% Shares outstanding: 103,220,568 shares +4 more

7 metrics

Beneficial ownership 10,397,232 shares of Class A Common Stock Shares beneficially owned by Andrew Feldman as of June 30, 2026

Ownership percentage 9.2% Percentage of Class A Common Stock beneficially owned by Andrew Feldman

Shares outstanding 103,220,568 shares Class A Common Stock outstanding as of June 30, 2026, as provided by the issuer

Sole voting power 10,347,232 shares Shares over which Andrew Feldman has sole power to vote or direct the vote

Shared voting power 50,000 shares Shares over which Andrew Feldman has shared power to vote or direct the vote

Stock options counted 2,850,000 shares Class A shares underlying stock options vested or vesting within 60 days of June 30, 2026

RSUs counted 43,497 shares Class A shares underlying restricted stock units vesting within 60 days of June 30, 2026

Key Terms

beneficial ownership, Class B Common Stock, grantor retained annuity trust, restricted stock units, +1 more

5 terms

beneficial ownership financial

"The ownership information presented herein represents beneficial ownership of the shares"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Class B Common Stock financial

"assumes the respective conversion of the Class B common stock, par value $0.00001"

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.

grantor retained annuity trust financial

"shares of Class B Common Stock held in a grantor retained annuity trust"

A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.

restricted stock units financial

"43,497 shares of Class A Common Stock underlying 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.

sole voting power financial

"Sole power to vote or to direct the vote: 10,347,232"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

FAQ

What percentage of Cerebras Systems Inc. (CBRS) does Andrew Feldman beneficially own?

Andrew Feldman beneficially owns 9.2% of Cerebras Systems Inc. Class A Common Stock. This is based on his reported beneficial ownership of 10,397,232 shares out of 103,220,568 Class A shares outstanding as of June 30, 2026.

How many Cerebras Systems Inc. (CBRS) shares does Andrew Feldman beneficially own?

Andrew Feldman beneficially owns 10,397,232 shares of Class A Common Stock. This total includes Class B conversions, vested and soon-to-vest options, and restricted stock units, all calculated on a one-to-one basis into Class A shares.

What is the total number of Cerebras Systems Inc. (CBRS) Class A shares outstanding used in this filing?

The ownership calculation is based on 103,220,568 shares of Cerebras Systems Inc. Class A Common Stock outstanding as of June 30, 2026, as provided by the issuer for determining Andrew Feldman’s ownership percentage.

How much voting power does Andrew Feldman report in Cerebras Systems Inc. (CBRS)?

Andrew Feldman reports 10,347,232 shares with sole voting power and 50,000 shares with shared voting power. These figures match his sole and shared dispositive powers over Cerebras Systems Inc. Class A Common Stock.

What types of securities make up Andrew Feldman’s 9.2% stake in Cerebras Systems Inc. (CBRS)?

His 9.2% stake includes Class A shares, Class B shares convertible into Class A, 2,850,000 stock options vesting within 60 days, and 43,497 restricted stock units vesting within 60 days, all counted as Class A equivalents.

Does Andrew Feldman hold Cerebras Systems Inc. (CBRS) shares through trusts or similar entities?

Yes. His holdings include shares in the Feldman Bravo Family Trust and grantor retained annuity trusts. These trusts collectively hold Class A equivalents, some with shared voting and dispositive power attributed to Andrew Feldman.

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

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Available on EDGAR 08/14/2026 - 04:33 PM Accepted by SEC EDGAR 08/14/2026 - 04:30 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Cerebras Systems Inc.

(Name of Issuer)

Class A Common Stock, par value $0.00001 per share

(Title of Class of Securities)

15675D103

(CUSIP Number)

06/30/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 15675D103

1

Names of Reporting Persons

Andrew Feldman

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 10,347,232.00
6	Shared Voting Power 50,000.00
7	Sole Dispositive Power 10,347,232.00
8	Shared Dispositive Power 50,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

10,397,232.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

9.2 %

12

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Cerebras Systems Inc.
(b)	Address of issuer's principal executive offices: 1237 E. Arques Avenue , Sunnyvale , CA ,94085
Item 2.
(a)	Name of person filing: This statement is filed on behalf of Andrew Feldman (the "Reporting Person").
(b)	Address or principal business office or, if none, residence: The principal business address of the Reporting Person is c/o Cerebras Systems Inc., 1237 E. Arques Avenue, Sunnyvale, CA, 94085.
(c)	Citizenship: The Reporting Person is a citizen of the United States.
(d)	Title of class of securities: Class A Common Stock, par value $0.00001 per share
(e)	CUSIP Number(s): 15675D103
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: The ownership information presented herein represents beneficial ownership of the shares of Class A Common Stock as of June 30, 2026, based upon 103,220,568 shares of Class A Common Stock outstanding as of June 30, 2026, as provided by the Issuer. The ownership information assumes the respective conversion of the Class B common stock, par value $0.00001 per share ("Class B Common Stock") of the Issuer, and the vesting of restricted stock units and exercise of stock options disclosed below, each into shares of Class A Common Stock of the Issuer on a one-to-one basis. The Reporting Person is the beneficial owner of 10,397,232 shares of Class A Common Stock, which consist of: (i) 268 shares of Class A Common Stock held directly by the Feldman Bravo Family Trust, of which the Reporting Person serves as trustee; (ii) 7,403,467 shares of Class A Common Stock underlying shares of Class B Common Stock held of record by the Reporting Person, (iii) 50,000 shares of Class A Common Stock underlying shares of Class B Common Stock held in a grantor retained annuity trust of which the Reporting Person is trustee; (iv) 50,000 shares of Class A Common Stock underlying shares of Class B Common Stock held in a grantor retained annuity trust of which the Reporting Person's spouse is trustee; (v) 2,850,000 shares of Class A Common Stock underlying stock options that are currently vested or will vest within 60 days of June 30, 2026; and (vi) 43,497 shares of Class A Common Stock underlying restricted stock units that will vest within 60 days of June 30, 2026.
(b)	Percent of class: 9.2%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 10,347,232
	(ii) Shared power to vote or to direct the vote: 50,000
	(iii) Sole power to dispose or to direct the disposition of: 10,347,232
	(iv) Shared power to dispose or to direct the disposition of: 50,000
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.	Certifications:
	Not Applicable

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Andrew Feldman

Signature:	/s/ Andrew Feldman
Name/Title:	Andrew Feldman
Date:	08/14/2026