[144] Robinhood Markets, Inc. SEC Filing

Rhea-AI Filing Summary

Form 144 filed for Robinhood Markets, Inc. (HOOD) reports a proposed sale of 23,457 common shares through Morgan Stanley Smith Barney LLC with an aggregate market value of $2,413,959.87. The filing states the shares were acquired as Restricted Stock Units on 09/01/2025 and lists the approximate date of sale as 09/05/2025 on NASDAQ. The notice also discloses three prior 10b5-1 sales by Jeffrey T. Pinner of 5,864 shares each on 06/20/2025, 07/07/2025, and 07/25/2025 with gross proceeds of $456,361.70, $548,353.20, and $614,140.82, respectively. The filer represents there is no undisclosed material adverse information and references reliance on Rule 10b5-1 trading instructions where applicable.

Positive

• Full procedural disclosure of broker, acquisition date, security type, and approximate sale date consistent with Form 144 requirements
• Use of Rule 10b5-1 trading plan is documented through prior sales entries, showing prearranged execution

Negative

• Insider sale proposed for 23,457 shares with an aggregate market value of $2,413,959.87, which increases insider-related selling volume
• Recent 10b5-1 sales show acceleration of share dispositions with three prior transactions in June–July 2025 totaling 17,592 shares

Insights

Securities Analyst

TL;DR: Insider proposes to sell 23,457 shares worth $2.41M; prior 10b5-1 trades are disclosed, indicating planned disposition.

The filing provides clear disclosure of a proposed sale executed through Morgan Stanley Smith Barney LLC and documents the shares' origin as restricted stock units acquired on 09/01/2025. Recent 10b5-1 transactions by Jeffrey T. Pinner are itemized with dates and gross proceeds, demonstrating use of prearranged trading plans for at least part of the selling activity. From a market perspective, the filing is a routine insider liquidity event; the data allow investors to quantify the near-term potential share supply from insiders.

Compliance / Corporate Governance Expert

TL;DR: Filing appears procedurally complete and includes 10b5-1 references and signer attestations.

The notice includes required certification language that the seller is not aware of undisclosed material adverse information and documents the nature and acquisition date of the securities (Restricted Stock Units). It names the broker and provides the approximate sale date and exchange. These elements meet the typical Form 144 disclosure standards and support compliance with Rule 144 and 10b5-1 protocols.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	23457	2413959.87	773963666	09/05/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	09/01/2025	Restricted Stock Units	Issuer			23457	09/01/2025	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
10b5-1 Sales for JEFFREY T PINNER 85 Willow Road Menlo Park CA 94025	Common	07/25/2025	5864	614140.82
10b5-1 Sales for JEFFREY T PINNER 85 Willow Road Menlo Park CA 94025	Common	07/07/2025	5864	548353.20
10b5-1 Sales for JEFFREY T PINNER 85 Willow Road Menlo Park CA 94025	Common	06/20/2025	5864	456361.70

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the Form 144 for HOOD disclose?

The filing discloses a proposed sale of 23,457 common shares via Morgan Stanley Smith Barney LLC for an aggregate market value of $2,413,959.87, with an approximate sale date of 09/05/2025 on NASDAQ.

When were the securities acquired according to the filing?

The securities were acquired as Restricted Stock Units on 09/01/2025, per the acquisition table in the Form 144.

Did the filing disclose prior insider sales for HOOD?

Yes. The filing lists three 10b5-1 sales by Jeffrey T. Pinner of 5,864 shares each on 06/20/2025, 07/07/2025, and 07/25/2025 with gross proceeds of $456,361.70, $548,353.20, and $614,140.82, respectively.

Which broker will handle the proposed sale?

The proposed sale is to be handled by Morgan Stanley Smith Barney LLC, Executive Financial Services, 1 New York Plaza, 8th Floor, New York, NY.

Does the filer state there is any undisclosed material information?

The filer represents, by signing the notice, that they do not know any material adverse information about the issuer that has not been publicly disclosed.