Marc Benioff Executes 10b5-1 Plan: 2,250 Option Exercise and Sales
Rhea-AI Filing Summary
Marc R. Benioff, Chair and CEO of Salesforce, reported option exercise and share sales on 08/08/2025. He exercised 2,250 non‑qualified stock options with an exercise price of $161.50 per share and, in related transactions, sold a total of 2,250 shares in multiple trades at weighted average prices reported in the filing (individual price ranges provided). The filing states these transactions were executed automatically under a Rule 10b5-1 trading plan adopted on January 9, 2025. After the transactions the reporting person beneficially owned 11,911,571 shares directly; additionally, 107,000 shares are held in trust and 10,000,000 shares are held indirectly by the Marc Benioff Fund LLC. The report also shows 132,872 derivative securities (options) beneficially owned following the transactions.
Positive
- Transactions executed under a Rule 10b5-1 trading plan, adopted January 9, 2025, indicating pre-planned execution.
- Comprehensive disclosure including exercise price, sale price ranges, and post-transaction beneficial ownership figures.
Negative
- None.
Insights
TL;DR: CEO exercised 2,250 options and sold 2,250 shares under a pre-established 10b5-1 plan; holdings remain substantial.
The Form 4 discloses a routine option exercise and concurrent disposition of 2,250 shares on 08/08/2025, executed under a Rule 10b5-1 plan adopted 01/09/2025. The exercise price was $161.50 and the sales occurred in multiple tranches with weighted average prices reported across specified ranges. The transaction size is small relative to the reported direct and indirect holdings, and disclosure includes detailed price ranges and post‑trade beneficial ownership figures, supporting transparency and compliance.
TL;DR: Trades appear pre-planned and disclosed properly, signaling procedural compliance rather than ad hoc insider selling.
The filing explicitly states the trades were effected automatically pursuant to a Rule 10b5-1 plan adopted earlier in the year, which is important for governance and compliance disclosure. The report itemizes the option exercise, subsequent sales, and provides post-transaction ownership and the existence of indirect holdings via trust and an LLC. From a governance perspective, the level of detail and the use of a trading plan reduce concerns about opportunistic timing, though the filing does not provide any additional context beyond mechanics and quantities.
Insider Trade Summary
| 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 | 98 | $238.5434 | $23K |
| Sale | Common Stock | 726 | $239.7597 | $174K |
| Sale | Common Stock | 1,017 | $240.4709 | $245K |
| Sale | Common Stock | 409 | $241.4631 | $99K |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Footnotes (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 $238.0818 to $239.0094 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 $239.1300 to $240.1157 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 $240.1299 to $241.1149 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 $241.1300 to $241.8000 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. 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.