[Form 4] Cloudastructure, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Insider sales reduced the reporting person's stake in Cloudastructure, Inc. (CSAI) to zero. Sheldon Richard Bentley, identified as a director, officer and founder, reported two separate dispositions: on 08/19/2025 he sold 25,000 shares of Class A common stock at a weighted-average price of $1.55, leaving 15,956 shares beneficially owned; on 08/20/2025 he sold those remaining 15,956 shares at a weighted-average price of $1.45, resulting in 0 shares owned after the transactions. The Form 4 was signed by an attorney-in-fact on 08/21/2025. Footnotes state the reported prices are weighted averages from multiple trades within specified ranges and that the filer will provide detailed per-trade pricing on request.

Positive

• None.

Negative

• Reporting person sold entire reported stake: 40,956 Class A shares sold over two days, reducing beneficial ownership to 0 shares.
• Insider is director, officer and founder: Disposition by a founder/officer may be materially relevant to investors given the complete divestiture of reported holdings.

Insights

Financial Analyst

TL;DR: Insider founder/director sold entire reported position over two days, reducing beneficial ownership to zero.

The transactions show an insider disposition totaling 40,956 Class A shares across two consecutive days at weighted-average prices of $1.55 and $1.45. For investors, an officer/founder completing a full divestiture of the reported holdings is a notable event because it eliminates this insider's reported stake. The filing contains clear quantities, dates, and weighted-average price ranges, and discloses willingness to provide per-trade pricing details. The disclosure is complete within the Form 4 format and does not include any derivative activity.

Corporate Governance Expert

TL;DR: The Form 4 is a routine, timely disclosure showing insider sales; no additional governance issues are disclosed.

The report identifies the reporting person as a director, officer and founder and documents the sales and resulting zero beneficial ownership. The form is signed by an attorney-in-fact and includes explanatory footnotes about weighted-average pricing, which is standard practice for multiple-trade reporting. The filing does not disclose the reason for the sales, any related-party transactions, or any planned trading arrangements under Rule 10b5-1, so governance implications are limited to the transparency of the disclosure itself.

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).

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)
08/19/2025

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
Class A Common Stock	08/19/2025		S		25,000	D	$1.55(1)	15,956	D
Class A Common Stock	08/20/2025		S		15,956	D	$1.45(2)	0	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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.52 - $1.62, 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 (1) to this Form 4.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $1.43 - $1.47, 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.

	/s/ Greg Smitherman, as Attorney-in-Fact for Sheldon Richard Bentley	08/21/2025
	** 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 did Sheldon Richard Bentley report on Form 4 for CSAI?

He reported two sales totaling 40,956 Class A shares on 08/19/2025 and 08/20/2025, with weighted-average prices of $1.55 and $1.45, respectively, leaving 0 shares owned after the transactions.

When were the insider transactions for CSAI executed?

The reported transactions occurred on 08/19/2025 (25,000 shares) and 08/20/2025 (15,956 shares).

What prices were reported for the CSAI insider sales?

The Form 4 reports weighted-average prices of $1.55 for the 08/19/2025 sales (range $1.52–$1.62) and $1.45 for the 08/20/2025 sales (range $1.43–$1.47).

Does the Form 4 show any derivative transactions or Rule 10b5-1 plan?

No. Table II shows no derivative securities and the form does not check a box indicating a Rule 10b5-1 plan.

Who signed the Form 4 and when?

The Form 4 was signed by Greg Smitherman, as Attorney-in-Fact for Sheldon Richard Bentley on 08/21/2025.