[144] Robinhood Markets, Inc. SEC Filing

Rhea-AI Filing Summary

Robinhood Markets, Inc. (HOOD) has filed a Form 144 indicating the intended sale of 250,000 common shares with an estimated aggregate market value of $23.6 million. The shares are slated to be sold through Morgan Stanley Smith Barney LLC on or about 07 July 2025 on the NASDAQ.

The filing lists 767,047,021 shares outstanding; the contemplated transaction therefore represents roughly 0.03 % of the float, suggesting limited dilution or trading-volume impact. The notice also discloses that 750,000 shares were sold on 01 July 2025 for $69.95 million under a Rule 10b5-1 plan attributed to Vladimir Tenev.

• The current sale plus the earlier disposal totals 1.0 million shares, generating about $93.5 million for the insider within a single week.
• The seller affirms awareness of no undisclosed adverse information, and reliance on a written 10b5-1 plan mitigates insider-trading risk.

While purely administrative and not a guarantee of execution, the filing signals continued insider selling activity. Investors often watch such patterns for sentiment clues, even when the share count is immaterial relative to the company’s overall capitalization.

Positive

• Sale equals only ~0.03 % of outstanding shares, implying negligible dilution or market-supply pressure.
• Transaction is executed under a Rule 10b5-1 plan, enhancing transparency and reducing regulatory risk.

Negative

• Continued insider selling totaling 1.0 million shares in one week may be interpreted as reduced management conviction.
• Aggregate proceeds of ~$93.5 million could affect investor sentiment even if fundamentals remain unchanged.

Insights

Equity Research Analyst

TL;DR: 250k-share Form 144 is small (~0.03 %) yet extends insider selling trend, modestly negative for sentiment.

The proposed $23.6 million sale is negligible versus HOOD’s 767 million shares outstanding, so supply pressure should be minimal. However, it follows a 750k-share, $69.9 million transaction executed six days earlier, raising the cumulative insider sales to $93.5 million. Investors may interpret the pattern as waning executive confidence, although the 10b5-1 framework limits adverse legal inference. I classify the disclosure as neutral in fundamentals but slightly negative for near-term sentiment.

Corporate Governance Expert

TL;DR: Repeat sales under 10b5-1 reduce legal risk but optics of $93 M divestiture tilt negative.

Form 144 confirms compliance with resale rules and underscores the use of a pre-arranged 10b5-1 plan, a best practice that limits accusations of trading on material non-public information. Nonetheless, the back-to-back filings reveal aggressive liquidation by a key insider (Vladimir Tenev), which can erode shareholder trust. While the fractional percentage is small, perception effects matter; therefore, I deem the filing moderately negative for governance optics and investor confidence.

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

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	250000	23600000.00	767047021	07/07/2025	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	04/30/2019	Founders Shares	Issuer			250000	04/30/2019	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 VLADIMIR TENEV 85 Willow Road Menlo Park CA 94025	COMMON	07/01/2025	750000	69954825.00

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

How many Robinhood (HOOD) shares are covered by this Form 144 filing?

The notice covers 250,000 common shares of Robinhood Markets, Inc.

What is the estimated value of the proposed insider sale?

The aggregate market value is approximately $23.6 million.

When is the approximate sale date for the shares?

The filer indicates an approximate sale date of 07 July 2025.

Who executed recent insider sales mentioned in the filing?

The past-3-month sales section lists Vladimir Tenev as the seller of 750,000 shares on 01-Jul-2025.

How does the proposed sale compare to HOOD’s total shares outstanding?

The 250,000 shares represent about 0.03 % of the 767,047,021 shares outstanding.

Which brokerage firm will handle the transaction?

The shares are to be sold through Morgan Stanley Smith Barney LLC.