Cloudastructure (CSAI) founder reports Rule 10b5-1 insider stock sales

Rhea-AI Filing Summary

Cloudastructure, Inc. (CSAI) insider Sheldon Richard Bentley, a founder and more than 10% owner, reported planned stock sales under a Rule 10b5-1 trading plan adopted on August 20, 2025. He sold 25,000 shares of Class A Common Stock on February 3, 2026 at a weighted average price of $0.61, leaving 75,000 shares directly owned. On February 4, 2026 he sold another 25,000 shares at a weighted average price of $0.55, reducing his direct holdings to 50,000 shares.

Insider Trade Summary

Net Seller: 50,000 shares ($29,000)

Net Sell 2 txns

Insider Bentley Sheldon Richard

Role 10% Owner

Sold 50,000 shs ($29K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	25,000	$0.55	$14K
Sale	Class A Common Stock	25,000	$0.61	$15K

Holdings After Transaction: Class A Common Stock — 50,000 shares (Direct)

Footnotes (1)

1. All sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 20, 2025. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.60 - $0.632, inclusive. The reporting person undertakes to provide to Cloudastructure, Inc., any security holder of Cloudastructure, Inc., or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4. The pprice reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.518 - $0.568, inclusive. The reporting person undertakes to provide to Cloudastructure, Inc., any security holder of Cloudastructure, Inc., or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (3) to this Form 4.

Form 4 Insider Transactions: What Each Field Means →

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).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Bentley Sheldon Richard

(Last) (First) (Middle)

C/O CLOUDASTRUCTURE, INC.

228 HAMILTON AVENUE, 3RD FLOOR

(Street)

PALO ALTO CA 94301

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CLOUDASTRUCTURE, INC. [ CSAI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			Founder

3. Date of Earliest Transaction (Month/Day/Year)
02/03/2026

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
Class A Common Stock	02/03/2026		S(1)		25,000	D	$0.61(2)	75,000	D
Class A Common Stock	02/04/2026		S(1)		25,000	D	$0.55(3)	50,000	D

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

Explanation of Responses:

1. All sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 20, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.60 - $0.632, inclusive. The reporting person undertakes to provide to Cloudastructure, Inc., any security holder of Cloudastructure, Inc., or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.

3. The pprice reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $0.518 - $0.568, inclusive. The reporting person undertakes to provide to Cloudastructure, Inc., any security holder of Cloudastructure, Inc., or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (3) to this Form 4.

	/s/ Greg Smitherman, as Attorney-in-Fact for Sheldon Richard Bentley	02/05/2026
	** 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 insider transaction did CSAI founder Sheldon Richard Bentley report?

Sheldon Richard Bentley reported two sales of Class A Common Stock. He sold 25,000 shares on February 3, 2026 at a weighted average price of $0.61 and 25,000 shares on February 4, 2026 at a weighted average price of $0.55, all under a pre-set trading plan.

How many Cloudastructure (CSAI) shares does Sheldon Richard Bentley own after the Form 4 trades?

After the reported trades, Sheldon Richard Bentley directly owns 50,000 shares of Cloudastructure Class A Common Stock. His holdings declined from 100,000 shares before the first sale to 75,000 shares after February 3, 2026, and then to 50,000 shares after the February 4, 2026 sale.

On what dates did CSAI insider Sheldon Richard Bentley sell shares?

Sheldon Richard Bentley sold Cloudastructure Class A Common Stock on February 3, 2026 and February 4, 2026. Each day’s transaction involved 25,000 shares, reported as open-market sales on a Form 4 filed under Section 16 reporting requirements for significant shareholders.

At what prices were the CSAI shares sold by founder Sheldon Richard Bentley?

The February 3, 2026 sale used a weighted average price of $0.61 per share, based on multiple trades between $0.60 and $0.632. The February 4, 2026 sale used a weighted average of $0.55, from trades between $0.518 and $0.568, as disclosed in the footnotes.

Was the CSAI insider sale by Sheldon Richard Bentley under a Rule 10b5-1 plan?

Yes. All reported sales were made under a Rule 10b5-1 trading plan adopted by Sheldon Richard Bentley on August 20, 2025. Such plans pre-schedule trades, allowing insiders to systematically sell shares according to predetermined instructions filed in advance.

What is Sheldon Richard Bentley’s relationship to Cloudastructure (CSAI)?

Sheldon Richard Bentley is identified as a more than 10% owner and Founder of Cloudastructure, Inc. This status subjects him to Section 16 reporting, requiring prompt Form 4 filings whenever he buys or sells the company’s registered equity securities.