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

Rhea-AI Filing Summary

Robinhood Markets, Inc. chief executive Vladimir Tenev reported a planned sale of shares under a Rule 10b5-1 trading plan. On January 5, 2026, he converted 375,000 shares of Class B Common Stock into 375,000 shares of Class A Common Stock and sold those Class A shares pursuant to the pre-arranged plan adopted on September 5, 2025.

The 375,000 Class A shares were sold in multiple trades at weighted-average prices including $118.3753, $119.3082, $120.1337, $121.6241, $122.4583 and $123.1137, with detailed price ranges noted for each group of trades. Following these transactions, Tenev reported 49,044,572 shares of Class B Common Stock held directly and 6,907 shares of Class A Common Stock held indirectly through a living trust, and no Class A shares held directly.

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^*

Tenev Vladimir

(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
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/05/2026

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	01/05/2026		C		375,000	A	(1)	375,000	D
Class A Common Stock	01/05/2026		S(2)		22,155	D	$118.3753(3)	352,845	D
Class A Common Stock	01/05/2026		S(2)		39,197	D	$119.3082(4)	313,648	D
Class A Common Stock	01/05/2026		S(2)		44,893	D	$120.1337(5)	268,755	D
Class A Common Stock	01/05/2026		S(2)		49,521	D	$121.6241(6)	219,234	D
Class A Common Stock	01/05/2026		S(2)		146,760	D	$122.4583(7)	72,474	D
Class A Common Stock	01/05/2026		S(2)		72,474	D	$123.1137(8)	0	D
Class A Common Stock								6,907	I	By Living Trust

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)	01/05/2026		C			375,000	(1)	(1)	Class A Common Stock	375,000	$0	49,044,572	D

Explanation of Responses:

1. As part of the transaction effected on January 5, 2026 pursuant to the Rule 10b5-1 trading plan adopted by the Reporting Person on September 5, 2025 ("Tenev 10b5-1 plan"), the Reporting Person sold 375,000 shares of his Class B Common Stock, resulting in an automatic conversion of the shares into Class A Common Stock upon execution of the sale.

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

3. This transaction was executed in multiple trades during the day at prices ranging from $117.79 to $118.78. 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 $118.79 to $119.76. 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 $119.79 to $120.75. 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 $120.89 to $121.88. 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 $121.89 to $122.88. 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 $122.89 to $123.35. 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 Vladimir Tenev	01/07/2026
	** 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 Robinhood (HOOD) report for Vladimir Tenev?

Robinhood reported that Chief Executive Officer and Director Vladimir Tenev converted 375,000 shares of Class B Common Stock into Class A and sold the resulting 375,000 Class A shares on January 5, 2026.

Was the Robinhood (HOOD) CEO sale made under a Rule 10b5-1 trading plan?

Yes. The filing states the transactions were effected pursuant to a Rule 10b5-1 trading plan adopted by Vladimir Tenev on September 5, 2025, referred to as the "Tenev 10b5-1 plan".

At what prices did Vladimir Tenev sell Robinhood (HOOD) Class A shares?

The 375,000 Class A shares were sold in multiple trades with weighted-average prices including $118.3753, $119.3082, $120.1337, $121.6241, $122.4583 and $123.1137, with each group executed within specified intraday price ranges.

How many Robinhood (HOOD) shares does Vladimir Tenev report owning after the transactions?

After the reported transactions, Vladimir Tenev reported beneficial ownership of 49,044,572 shares of Class B Common Stock held directly and 6,907 shares of Class A Common Stock held indirectly through a living trust, with no Class A shares held directly.

What is the significance of the Class B to Class A conversion for Robinhood (HOOD)?

The filing notes that the 375,000 Class B shares sold on January 5, 2026 automatically converted into 375,000 Class A shares upon execution of the sale, consistent with the company’s dual-class share structure described in the document.

Does the Robinhood (HOOD) CEO Form 4 mention indirect holdings?

Yes. In addition to direct holdings, the Form 4 discloses an indirect holding of 6,907 Class A shares by a living trust, identified under the nature of indirect beneficial ownership.