Robinhood Markets, Inc. (HOOD) CEO gifts 87,770 converted shares

Rhea-AI Filing Summary

Robinhood Markets, Inc. Chief Executive Officer and director Vladimir Tenev reported a stock gift involving the company’s shares. On December 10, 2025, he donated 87,770 shares of Class B Common Stock, which automatically converted into the same number of Class A Common Stock shares upon execution of the donation. The filing describes this as a bona fide gift to a donor advised fund at a price of $0 per share.

After these transactions, Tenev held 49,419,572 derivative securities in the form of Class B Common Stock directly, and 6,907 shares of Class A Common Stock indirectly through a living trust, with 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

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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^*

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)
12/10/2025

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	12/10/2025		C		87,770	A	(1)	87,770	D
Class A Common Stock	12/10/2025		G(2)		87,770	D	$0	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)	12/10/2025		C			87,770	(1)	(1)	Class A Common Stock	87,770	$0	49,419,572	D

Explanation of Responses:

1. As part of the transactions effected on December 10, 2025, the reporting person donated an aggregate of 87,770 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 donation.

2. Represents a bona fide gift of 87,770 shares from the reporting person to a donor advised fund.

Remarks:

	/s/ Matthew Yorkavich, attorney-in-fact for Vladimir Tenev	12/12/2025
	** 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 filing?

The filing reports that Chief Executive Officer and director Vladimir Tenev donated 87,770 shares of Class B Common Stock, which automatically converted into 87,770 shares of Class A Common Stock on December 10, 2025, and were given as a bona fide gift to a donor advised fund.

How many Robinhood (HOOD) shares did Vladimir Tenev gift?

Tenev donated an aggregate of 87,770 shares of Class B Common Stock. Upon the donation, these shares automatically converted into 87,770 shares of Class A Common Stock, which were then gifted to a donor advised fund.

What was the reported price for the gifted Robinhood (HOOD) shares?

The gift of 87,770 shares of Class A Common Stock was reported at a price of $0 per share, consistent with its characterization as a bona fide gift rather than a sale.

What are Vladimir Tenev’s Robinhood (HOOD) holdings after the reported transactions?

Following the reported transactions, Vladimir Tenev beneficially owned 49,419,572 derivative securities in the form of Class B Common Stock directly, and 6,907 shares of Class A Common Stock indirectly through a living trust, with no Class A shares held directly.

What roles does the reporting person hold at Robinhood (HOOD)?

The reporting person, Vladimir Tenev, is identified as both a Director and an Officer of Robinhood Markets, Inc., serving as the company’s Chief Executive Officer.

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

The filing explains that as part of the December 10, 2025 transactions, the donation of 87,770 shares of Class B Common Stock resulted in an automatic conversion of the same number of shares into Class A Common Stock upon execution of the donation, which were then gifted to a donor advised fund.