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Salesforce CEO Benioff Executes Options and Sells Shares Under 10b5‑1 Plan

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Marc Benioff, Chair and CEO of Salesforce, reported transactions in Salesforce, Inc. (CRM) on 09/30/2025 under a Rule 10b5-1 trading plan. The filing shows the exercise/automatic acquisition of 2,250 shares at an exercise price of $161.50 (Non‑qualified Stock Option, exercisable 03/22/2020, expiring 03/22/2026) and multiple open‑market sales totaling 2,310 shares at weighted average prices ranging from $235.9976 to $245.05 across specified lots, executed pursuant to the trading plan. Following these transactions, the reporting person’s direct beneficial ownership is reported as 11,911,571 shares. The filing also discloses indirect holdings: 107,000 shares held by trust and 10,000,000 shares held by Marc Benioff Fund LLC. The transactions were signed by an attorney‑in‑fact on 10/01/2025.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine, plan‑based insider exercise and sales; ownership remains substantial with large indirect holdings.

The Form 4 documents an automatic exercise of 2,250 options and planned sales of 2,310 shares under a Rule 10b5‑1 plan adopted January 9, 2025. These are standard liquidity actions and not an unscheduled, ad hoc sale. The direct stake after transactions is reported at 11,911,571 shares, while significant indirect positions (107,000 by trust; 10,000,000 via Marc Benioff Fund LLC) maintain material economic exposure. For investors, the key point is that these moves reflect pre‑arranged disposition rather than a change in strategic ownership.

TL;DR: Compliance‑oriented insider activity consistent with governance best practices using a 10b5‑1 plan.

The filing clearly identifies the 10b5‑1 trading plan and provides weighted average sale price ranges for multiple lots, including undertakings to supply detailed per‑lot pricing on request, demonstrating disclosure thoroughness. Transactions were executed via an attorney‑in‑fact and documented on Form 4, meeting Section 16 reporting obligations. This record aligns with expected insider reporting and transparency standards.

Insider Benioff Marc
Role Chair and CEO
Sold 2,250 shs ($536K)
Type Security Shares Price Value
Exercise Non-qualified Stock Option (Right to Buy) 2,250 $0.00 --
Exercise Common Stock 2,250 $161.50 $363K
Sale Common Stock 950 $236.5195 $225K
Sale Common Stock 615 $237.5372 $146K
Sale Common Stock 259 $238.4758 $62K
Sale Common Stock 49 $239.7038 $12K
Sale Common Stock 78 $241.5427 $19K
Sale Common Stock 201 $242.964 $49K
Sale Common Stock 68 $243.6316 $17K
Sale Common Stock 30 $245.05 $7K
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Non-qualified Stock Option (Right to Buy) — 51,872 shares (Direct); Common Stock — 11,913,821 shares (Direct); Common Stock — 107,000 shares (Indirect, By Trust)
Footnotes (1)
  1. As indicated by the checkbox above, this transaction was effected automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on January 9, 2025. Shares held in the reporting person's name or in the Marc R. Benioff Revocable Trust. Weighted average price. These shares were sold in multiple transactions at prices ranging from $235.9976 to $236.9820 inclusive. The reporting person undertakes to provide 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 shares sold at each separate price within the range set forth above. Weighted average price. These shares were sold in multiple transactions at prices ranging from $237.0081 to $237.9828 inclusive. The reporting person undertakes to provide 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 shares sold at each separate price within the range set forth above. Weighted average price. These shares were sold in multiple transactions at prices ranging from $238.1146 to $239.0030 inclusive. The reporting person undertakes to provide 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 shares sold at each separate price within the range set forth above. Weighted average price. These shares were sold in multiple transactions at prices ranging from $239.5316 to $239.8038 inclusive. The reporting person undertakes to provide 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 shares sold at each separate price within the range set forth above. Weighted average price. These shares were sold in multiple transactions at prices ranging from $241.2460 to $241.9381 inclusive. The reporting person undertakes to provide 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 shares sold at each separate price within the range set forth above. Weighted average price. These shares were sold in multiple transactions at prices ranging from $242.4292 to $243.2400 inclusive. The reporting person undertakes to provide 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 shares sold at each separate price within the range set forth above. Weighted average price. These shares were sold in multiple transactions at prices ranging from $243.5300 to $243.7683 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 shares sold at each separate price within the range set forth above. Shares held in the Marc Benioff Fund LLC (the "Fund"). Fund interests are held in the reporting person's name or in trust. Option vests over four years at the rate of 25% on March 22, 2020, the first anniversary of the holder's date of grant, with the balance vesting in equal monthly installments over the remaining 36 months.
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).
1. Name and Address of Reporting Person*
Benioff Marc

(Last) (First) (Middle)
415 MISSION STREET
3RD FLOOR

(Street)
SAN FRANCISCO CA 94105

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Salesforce, Inc. [ CRM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chair and CEO
3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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
Common Stock 09/30/2025 M(1) 2,250 A $161.5 11,913,821 D(2)
Common Stock 09/30/2025 S(1) 950 D $236.5195(3) 11,912,871 D(2)
Common Stock 09/30/2025 S(1) 615 D $237.5372(4) 11,912,256 D(2)
Common Stock 09/30/2025 S(1) 259 D $238.4758(5) 11,911,997 D(2)
Common Stock 09/30/2025 S(1) 49 D $239.7038(6) 11,911,948 D(2)
Common Stock 09/30/2025 S(1) 78 D $241.5427(7) 11,911,870 D(2)
Common Stock 09/30/2025 S(1) 201 D $242.964(8) 11,911,669 D(2)
Common Stock 09/30/2025 S(1) 68 D $243.6316(9) 11,911,601 D(2)
Common Stock 09/30/2025 S(1) 30 D $245.05 11,911,571 D(2)
Common Stock 107,000 I By Trust
Common Stock 10,000,000 I(10) By Marc Benioff Fund LLC
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
Non-qualified Stock Option (Right to Buy) $161.5 09/30/2025 M(1) 2,250 03/22/2020(11) 03/22/2026 Common Stock 2,250 $0 51,872 D
Explanation of Responses:
1. As indicated by the checkbox above, this transaction was effected automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on January 9, 2025.
2. Shares held in the reporting person's name or in the Marc R. Benioff Revocable Trust.
3. Weighted average price. These shares were sold in multiple transactions at prices ranging from $235.9976 to $236.9820 inclusive. The reporting person undertakes to provide 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 shares sold at each separate price within the range set forth above.
4. Weighted average price. These shares were sold in multiple transactions at prices ranging from $237.0081 to $237.9828 inclusive. The reporting person undertakes to provide 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 shares sold at each separate price within the range set forth above.
5. Weighted average price. These shares were sold in multiple transactions at prices ranging from $238.1146 to $239.0030 inclusive. The reporting person undertakes to provide 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 shares sold at each separate price within the range set forth above.
6. Weighted average price. These shares were sold in multiple transactions at prices ranging from $239.5316 to $239.8038 inclusive. The reporting person undertakes to provide 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 shares sold at each separate price within the range set forth above.
7. Weighted average price. These shares were sold in multiple transactions at prices ranging from $241.2460 to $241.9381 inclusive. The reporting person undertakes to provide 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 shares sold at each separate price within the range set forth above.
8. Weighted average price. These shares were sold in multiple transactions at prices ranging from $242.4292 to $243.2400 inclusive. The reporting person undertakes to provide 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 shares sold at each separate price within the range set forth above.
9. Weighted average price. These shares were sold in multiple transactions at prices ranging from $243.5300 to $243.7683 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 shares sold at each separate price within the range set forth above.
10. Shares held in the Marc Benioff Fund LLC (the "Fund"). Fund interests are held in the reporting person's name or in trust.
11. Option vests over four years at the rate of 25% on March 22, 2020, the first anniversary of the holder's date of grant, with the balance vesting in equal monthly installments over the remaining 36 months.
/s/ Andrew Leeds, Attorney-in-Fact for Marc Benioff 10/01/2025
** 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.

FAQ

What transactions did Marc Benioff report on Form 4 for CRM on 09/30/2025?

The filing reports an automatic acquisition (exercise) of 2,250 shares at $161.50 and open‑market sales totaling 2,310 shares at weighted average prices between $235.9976 and $245.05.

Were the sales by Marc Benioff discretionary or under a trading plan?

The transactions were effected automatically pursuant to a Rule 10b5‑1 trading plan adopted January 9, 2025.

How many Salesforce shares does Marc Benioff own after these transactions?

The Form 4 reports 11,911,571 shares owned directly following the reported transactions, plus indirect holdings of 107,000 (trust) and 10,000,000 (Marc Benioff Fund LLC).

What option position was exercised or reported?

A Non‑qualified Stock Option to buy 2,250 shares with an exercise price of $161.50, exercisable from 03/22/2020 and expiring 03/22/2026, is reported as exercised/acquired on 09/30/2025.

Who signed the Form 4 on behalf of Marc Benioff?

The form was signed by Andrew Leeds, Attorney‑in‑Fact for Marc Benioff on 10/01/2025.