[Form 4] Robinhood Markets, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Robinhood Markets, Inc. director Form 4 insider transaction reports that the Baiju Bhatt Living Trust used a Rule 10b5-1 trading plan to sell an aggregate of 418,338 shares of Class B Common Stock on 11/17/2025, which automatically converted into the same number of Class A shares upon sale. The Living Trust then sold Class A Common Stock in multiple transactions that day at weighted-average prices ranging from about $112.46 to $120.95, in blocks including 38,936, 44,897 and 84,332 shares. Following these reported sales, the Form 4 shows 47,264,176 derivative securities (Class B Common Stock) still indirectly owned by the Living Trust.

Insights

Equity Ownership and Governance Analyst

Large pre-planned insider share sale and class conversion reduces indirect Class A holdings, while substantial Class B derivative interest remains.

The reporting person, a director of Robinhood Markets, Inc., completed a sizable transaction on 11/17/2025 under a Rule 10b5-1 trading plan adopted on 08/12/2024. The Living Trust converted and sold 418,338 shares of Class B Common Stock, which automatically became Class A upon sale, at tiered weighted-average prices ranging from about $112.46 to $120.95. Following the series of sales, the trust’s indirect holdings of Class A Common Stock reported in Table I decreased to zero.

Despite the Class A reduction, the trust still beneficially owns 47,264,176 derivative securities tied to Class B Common Stock as shown in Table II. The trades relied on a pre-established Rule 10b5-1 plan, which is designed to separate trading mechanics from day-to-day discretion and can reduce concerns about timing decisions. All sale prices are disclosed as weighted averages with undertakings to provide detailed trade data on request, which supports transparency around execution.

This activity matters because it changes the mix and amount of reported indirect beneficial ownership across share classes and derivatives, which can affect voting power and economic exposure. The automatic conversion of Class B into Class A on sale also reflects the company’s dual-class structure mechanics in practice. A useful focus point over the next several quarters is whether similar 10b5-1-driven sales continue in comparable size, since they would further shift the balance between Class A and Class B holdings.

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^*

Bhatt Baiju

(Last) (First) (Middle)

C/O ROBINHOOD MARKETS, INC.

85 WILLOW ROAD

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Robinhood Markets, Inc. [ HOOD ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
11/17/2025

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	11/17/2025		C		418,338	A	(1)	418,338	I	By Living Trust
Class A Common Stock	11/17/2025		S(2)		38,936	D	$113.079(3)	379,402	I	By Living Trust
Class A Common Stock	11/17/2025		S(2)		44,897	D	$113.8089(4)	334,505	I	By Living Trust
Class A Common Stock	11/17/2025		S(2)		30,292	D	$114.9351(5)	304,213	I	By Living Trust
Class A Common Stock	11/17/2025		S(2)		78,685	D	$115.9462(6)	225,528	I	By Living Trust
Class A Common Stock	11/17/2025		S(2)		66,645	D	$117.0582(7)	158,883	I	By Living Trust
Class A Common Stock	11/17/2025		S(2)		84,332	D	$117.838(8)	74,551	I	By Living Trust
Class A Common Stock	11/17/2025		S(2)		37,135	D	$118.9522(9)	37,416	I	By Living Trust
Class A Common Stock	11/17/2025		S(2)		31,444	D	$119.8343(10)	5,972	I	By Living Trust
Class A Common Stock	11/17/2025		S(2)		5,972	D	$120.6999(11)	0	I	By Living Trust
Class A Common Stock								887	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
Class B Common Stock	(1)	11/17/2025		C			418,338	(1)	(1)	Class A Common Stock	418,338	$0	47,264,176	I	By Living Trust

Explanation of Responses:

1. As part of the transactions effected on November 17, 2025 pursuant to the Rule 10b5-1 trading plan adopted by the Baiju Bhatt Living Trust ("Living Trust") on August 12, 2024 ("Bhatt 10b5-1 plan"), the Living Trust sold an aggregate of 418,338 shares of its Class B Common Stock, resulting in an automatic conversion of the same amount of shares into Class A Common Stock upon execution of the sales

2. This transaction was effected pursuant to the Bhatt 10b5-1 plan.

3. This transaction was executed in multiple trades during the day at prices ranging from $112.46 to $113.45. The weighted-average price is reported above. The Reporting Person hereby undertakes to provide to the SEC staff, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares and prices at which the trades were made.

4. This transaction was executed in multiple trades during the day at prices ranging from $113.46 to $114.45. The weighted-average price is reported above. The Reporting Person hereby undertakes to provide to the SEC staff, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares and prices at which the trades were made.

5. This transaction was executed in multiple trades during the day at prices ranging from $114.46 to $115.45. The weighted-average price is reported above. The Reporting Person hereby undertakes to provide to the SEC staff, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares and prices at which the trades were made.

6. This transaction was executed in multiple trades during the day at prices ranging from $115.46 to $116.45. The weighted-average price is reported above. The Reporting Person hereby undertakes to provide to the SEC staff, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares and prices at which the trades were made.

7. This transaction was executed in multiple trades during the day at prices ranging from $116.46 to $117.45. The weighted-average price is reported above. The Reporting Person hereby undertakes to provide to the SEC staff, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares and prices at which the trades were made.

8. This transaction was executed in multiple trades during the day at prices ranging from $117.46 to $118.45. The weighted-average price is reported above. The Reporting Person hereby undertakes to provide to the SEC staff, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares and prices at which the trades were made.

9. This transaction was executed in multiple trades during the day at prices ranging from $118.46 to $119.45. The weighted-average price is reported above. The Reporting Person hereby undertakes to provide to the SEC staff, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares and prices at which the trades were made.

10. This transaction was executed in multiple trades during the day at prices ranging from $119.46 to $120.45. The weighted-average price is reported above. The Reporting Person hereby undertakes to provide to the SEC staff, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares and prices at which the trades were made.

11. This transaction was executed in multiple trades during the day at prices ranging from $120.46 to $120.95. The weighted-average price is reported above. The Reporting Person hereby undertakes to provide to the SEC staff, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares and prices at which the trades were made.

Remarks:

	/s/ Matthew Yorkavich, attorney-in- fact for Baiju Bhatt	11/19/2025
	** 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 insider transaction did Robinhood (HOOD) disclose in this Form 4?

The filing shows that the Baiju Bhatt Living Trust, related to a director of Robinhood Markets, Inc., sold 418,338 shares of Class B Common Stock on 11/17/2025, which automatically converted into the same number of Class A shares upon execution of the sales.

Were the Robinhood (HOOD) insider sales made under a Rule 10b5-1 plan?

Yes. The transactions on November 17, 2025 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Baiju Bhatt Living Trust on August 12, 2024, referred to as the Bhatt 10b5-1 plan.

What prices did the Robinhood (HOOD) Class A shares sell for in this Form 4?

The Class A Common Stock sales on 11/17/2025 were executed in multiple trades at weighted-average prices including $113.079, $113.8089, $114.9351, $115.9462, $117.0582, $117.838, $118.9522, $119.8343 and $120.6999, each representing price ranges disclosed in the footnotes.

How many Robinhood (HOOD) shares were sold in the largest single block?

Among the reported Class A Common Stock sales on 11/17/2025, one of the larger individual blocks disclosed was a sale of 84,332 shares, with other blocks including 78,685 and 66,645 shares.

How many Robinhood (HOOD) derivative securities does the reporting person still hold?

After the reported transactions, the Form 4 indicates that the Baiju Bhatt Living Trust indirectly beneficially owns 47,264,176 derivative securities, described as Class B Common Stock underlying derivative securities, with a conversion into Class A Common Stock at an exercise price of $0.

What is the relationship of the reporting person to Robinhood (HOOD)?

The reporting person in this Form 4 is identified as a Director of Robinhood Markets, Inc., with ownership held indirectly through the Baiju Bhatt Living Trust.