Altimeter reports 6.2% stake in Cerebras Systems

Rhea-AI Filing Summary

Altimeter Capital Management LP, its general partner and Brad Gerstner reported beneficial ownership of 7,160,181 Class A shares of Cerebras Systems Inc. as of August 14, 2026, representing 6.2% of the Class A common stock, including shares issuable upon conversion of Class B shares.

The position consists of 2,516,377 outstanding Class A shares and 4,643,804 Class A shares issuable upon conversion of an equal number of Class B shares, which are convertible to Class A at any time. The percentage is based on 112,247,109 Class A shares outstanding as of August 5, 2026, plus the Class A shares issuable from the Reporting Persons’ Class B holdings.

Key Figures

Beneficially owned Class A shares: 7,160,181 shares Current ownership percentage: 6.2% Outstanding Class A shares: 112,247,109 shares +3 more

6 metrics

Beneficially owned Class A shares 7,160,181 shares Beneficial ownership by Reporting Persons as of August 14, 2026

Current ownership percentage 6.2% Percent of Class A common stock beneficially owned as of August 14, 2026

Outstanding Class A shares 112,247,109 shares Class A shares outstanding as of August 5, 2026 used for percentage calculation

Class A from Class B conversion 4,643,804 shares Class A shares issuable upon conversion of Class B shares held by Reporting Persons

Altimeter stake May 31, 2026 7,707,909 shares; 18.3% Beneficial Class A shares and percent of class as of May 31, 2026

Altimeter stake June 30, 2026 7,225,037 shares; 7.3% Beneficial Class A shares and percent of class as of June 30, 2026

Key Terms

beneficially owned, shared voting power, shared dispositive power, Rule 13d-3, +2 more

6 terms

beneficially owned financial

"As of August 14, 2026, the Reporting Persons beneficially owned an aggregate of 7,225,037 Class A shares"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

shared voting power financial

"Shared Voting Power 7,160,181.00"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

shared dispositive power financial

"Shared Dispositive Power 7,160,181.00"

Rule 13d-3 regulatory

"representing approximately 7.3% of the outstanding Class A Shares, as calculated pursuant to Rule 13d-3"

Rule 13d-3 defines who is treated as the beneficial owner of a company’s shares for U.S. securities disclosure rules — essentially anyone who has the power to vote or direct how shares are voted, or the power to buy or sell them, even if they don’t hold the certificates. For investors this matters because crossing certain ownership thresholds triggers public filing and disclosure obligations and signals potential control or influence, much like having the keys to a car implies you can drive it even if it’s registered to someone else.

initial public offering financial

"outstanding immediately after completion of the Issuer's initial public offering"

An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.

CUSIP Number financial

"CUSIP Number(s): 15675D103"

A CUSIP number is a nine-character code that uniquely identifies a specific U.S. or Canadian stock, bond, or other security, similar to a barcode or a social-security number for a financial instrument. It matters to investors because it removes confusion between similar securities, ensures trades and settlements are applied to the correct issue, and helps locate official documents and transaction records quickly.

FAQ

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

What percentage of Cerebras Systems Inc. (CBRS) does Altimeter currently report owning?

Altimeter and related reporting persons report beneficial ownership of 6.2% of Cerebras Systems Inc. Class A common stock as of August 14, 2026. This is based on 7,160,181 Class A shares considered beneficially owned relative to 112,247,109 Class A shares outstanding plus issuable shares.

How many Cerebras Systems (CBRS) shares does Altimeter beneficially own as of August 14, 2026?

Altimeter and related reporting persons beneficially own 7,160,181 Class A shares of Cerebras Systems as of August 14, 2026. This includes 2,516,377 outstanding Class A shares and 4,643,804 Class A shares issuable upon conversion of Class B shares that are convertible at any time.

What is the composition of Altimeter’s Cerebras Systems (CBRS) holdings between Class A and Class B shares?

The reported holding includes 2,516,377 outstanding Class A shares and 4,643,804 Class A shares issuable from 4,643,804 Class B shares. The Class B shares are convertible into Class A shares at any time, and both components are counted toward Altimeter’s beneficial ownership.

How did Altimeter’s beneficial ownership in Cerebras Systems (CBRS) compare on earlier 2026 dates?

Altimeter and related persons reported 7,707,909 Class A shares beneficially owned as of May 31, 2026 (about 18.3%) and 7,225,037 Class A shares as of June 30, 2026 (about 7.3%). These percentages used different outstanding share counts disclosed by the issuer at those times.

How is Altimeter’s 6.2% stake in Cerebras Systems (CBRS) calculated?

The 6.2% figure is calculated under Rule 13d-3 using 112,247,109 Class A shares outstanding as of August 5, 2026 plus 4,643,804 Class A shares issuable from Altimeter’s Class B shares. Against that base, the Reporting Persons’ 7,160,181 beneficial Class A shares equal 6.2%.

Who are the reporting persons in the Cerebras Systems (CBRS) Schedule 13G?

The Schedule 13G is filed on behalf of Altimeter Capital Management, LP (investment manager), Altimeter Capital Management General Partner LLC, and Brad Gerstner. They have a joint filing agreement and report shared voting and dispositive power over 7,160,181 Class A shares.

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

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Accepted by SEC EDGAR 08/14/2026 - 07:19 PM EDT 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, $0.00001 par value 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

Altimeter Capital Management, LP

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

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 7,160,181.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 7,160,181.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

7,160,181.00

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)

6.2 %

12

Type of Reporting Person (See Instructions)

IA, PN

Comment for Type of Reporting Person: Note for Rows 6 and 8: Comprised of 2,516,377 outstanding shares of Class A common stock, $0.00001 par value per share ("Class A Shares") of Cerebras Systems Inc. (the "Issuer") and 4,643,804 Class A Shares issuable upon conversion of 4,643,804 shares of Class B common stock, $0.00001 par value per share ("Class B Shares") of the Issuer beneficially owned by the Reporting Person as of August 14, 2026. Class B Shares are convertible to Class A Shares at any time. Note for Row 11: Based upon (i) 112,247,109 Class A Shares outstanding as of August 5, 2026, as reported by the Issuer in its Quarterly Report on Form 10-Q for the period ended June 30, 2026, as filed with the Securities and Exchange Commission on August 12, 2026 (the "Q2 10-Q") and (ii) 4,643,804 Class A Shares issuable upon conversion of 4,643,804 Class B Shares beneficially owned by the Reporting Person as of August 14, 2026.

SCHEDULE 13G

CUSIP Number(s): 15675D103

1

Names of Reporting Persons

Altimeter Capital Management General Partner, LLC

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

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 7,160,181.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 7,160,181.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

7,160,181.00

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)

6.2 %

12

Type of Reporting Person (See Instructions)

OO

Comment for Type of Reporting Person: Note for Rows 6 and 8: Comprised of 2,516,377 outstanding Class A Shares and 4,643,804 Class A Shares issuable upon conversion of Class B Shares beneficially owned by the Reporting Person as of August 14, 2026. Class B Shares are convertible to Class A shares at any time. Note for Row 11: Based upon (i) 112,247,109 Class A Shares outstanding as of August 5, 2026, as reported by the Issuer in the Q2 10-Q and (ii) 4,643,804 Class A Shares issuable upon conversion of 4,643,804 Class B Shares beneficially owned by the Reporting Person as of August 14, 2026.

SCHEDULE 13G

CUSIP Number(s): 15675D103

1

Names of Reporting Persons

Gerstner Bradley Thomas

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

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 66,251.00
6	Shared Voting Power 7,160,181.00
7	Sole Dispositive Power 66,251.00
8	Shared Dispositive Power 7,160,181.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

7,226,432.00

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)

6.2 %

12

Type of Reporting Person (See Instructions)

IN, HC

Comment for Type of Reporting Person: Note for Rows 6 and 8: Comprised of 1,962,273 outstanding Class A Shares and 4,643,804 Class A Shares issuable upon conversion of Class B Shares beneficially owned by the Reporting Person as of August 14, 2026. Class B Shares are convertible to Class A shares at any time. Note for Rows 5 and 7: Comprised of 66,251 outstanding Class A shares beneficially owned by the Reporting Person. Note for Row 11: Based upon (i) 112,247,109 Class A shares outstanding as of August 5, 2026, as reported by the Issuer in the Q2 10-Q and (ii) 4,643,804 Class A Shares issuable upon conversion of 4,643,804 Class B Shares beneficially owned by the Reporting Person as of August 14, 2026.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Cerebras Systems Inc.
(b)	Address of issuer's principal executive offices: 1237 E. ARQUES AVE., SUNNYVALE, CALIFORNIA, 94085
Item 2.
(a)	Name of person filing: This Schedule 13G is being filed on behalf of Altimeter Capital Management General Partner LLC (the "General Partner"), Altimeter Capital Management, LP (the "Investment Manager"), and Brad Gerstner, who are collectively referred to as the "Reporting Persons." The General Partner is the sole general partner of the Investment Manager. Mr. Gerstner is the sole managing member of the General Partner. The Reporting Persons have entered into a Joint Filing Agreement, dated as of August 14, 2026, a copy of which is attached as Exhibit 99.1.
(b)	Address or principal business office or, if none, residence: The principal business office of the Reporting Persons with respect to the shares reported hereunder is 2550 Sand Hill Rd, Suite 150, Menlo Park, Ca, 94025
(c)	Citizenship: Each of the Investment Manager and the Fund are a Delaware limited partnership. Each of the General Partner and the Fund General Partner is a Delaware limited liability company. Mr. Gerstner is a United States citizen.
(d)	Title of class of securities: Class A common stock, $0.00001 par value 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: As of August 14, 2026, see responses to Item 9 on each cover page. Class A Shares reported as beneficially owned for the General Partner the Investment Manager are held of record by several private funds (collectively, the "Altimeter Entities") for which the Investment Manager serves as the investment manager. As the managing member of the General Partner, Mr. Gerstner may be deemed to beneficially own the Class A Shares beneficially owned by the Investment Manager and General Partner. As of June 30, 2026, the Reporting Persons beneficially owned an aggregate of 7,225,037 Class A shares of Common Stock, comprised of 6,472,702 Class B Shares and 752,335 Class A Shares, representing approximately 7.3% of the outstanding Class A Shares, as calculated pursuant to Rule 13d-3 under the Exchange Act, based upon a total of 92,130,188 Class A Shares outstanding as of June 17, 2026, as reported by the Issuer in its Quarterly Report on the Form 10-Q for the quarter ended March 31, 2026, filed with the Securities and Exchange Commission on June 24, 2026. As of May 31, 2026, the Reporting Persons beneficially owned an aggregate of 7,707,909 Class A Shares, comprised of 169,269 outstanding Class A Shares and 7,538,640 Class A shares issuable upon conversion of Class B shares and representing approximately 18.3% of the outstanding Class A Shares, as calculated pursuant to Rule 13d-3 under the Exchange Act, based upon a total of 34,500,000 Class A Shares outstanding immediately after completion of the Issuer's initial public offering (assuming exercise of the over-allotment option), as reported in the Issuer's registration statement on Form S-1 filed with the Securities and Exchange Commission on May 11, 2026.
(b)	Percent of class: See responses to Item 11 on each cover page.
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: See responses to Item 5 on each cover page.
	(ii) Shared power to vote or to direct the vote: See responses to Item 6 on each cover page.
	(iii) Sole power to dispose or to direct the disposition of: See responses to Item 7 on each cover page.
	(iv) Shared power to dispose or to direct the disposition of: See responses to Item 8 on each cover page.
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:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

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.

Altimeter Capital Management, LP

Signature:	/s/ Annie Hancock
Name/Title:	Annie Hancock, Chief Compliance Officer
Date:	08/14/2026

Altimeter Capital Management General Partner, LLC

Signature:	/s/ Annie Hancock
Name/Title:	Annie Hancock, Chief Compliance Officer
Date:	08/14/2026

Gerstner Bradley Thomas

Signature:	/s/ Brad Gerstner
Name/Title:	Brad Gerstner, individually
Date:	08/14/2026