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HOOD CFO 10b5-1 sale: 300k shares sold, 175k options exercised

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Robinhood Markets (HOOD) reported insider activity by its CFO. On 11/11/2025, Jason Warnick exercised 175,000 employee stock options at $5.93 per share and sold 300,000 shares of Class A common stock under a Rule 10b5-1 trading plan adopted on August 8, 2025.

The sales were executed in multiple trades with weighted‑average prices reported, including $131.6864 and $134.2522, within disclosed price ranges. Following these transactions, he directly beneficially owned 463,691 shares and held 200,000 stock options outstanding expiring on 12/14/2028.

Positive

  • None.

Negative

  • None.

Insights

Routine 10b5-1 sales and option exercise; neutral signal.

The CFO exercised 175,000 options at an exercise price of $5.93 and sold 300,000 shares on 11/11/2025. The sales occurred under a Rule 10b5-1 plan adopted on August 8, 2025, indicating pre-scheduled trading.

Weighted-average sale prices included $131.6864 and $134.2522, with trades executed within disclosed intraday ranges. After these moves, direct holdings were 463,691 shares and 200,000 options remained outstanding, expiring on 12/14/2028.

Such filings typically reflect personal diversification or compensation-related mechanics; actual market impact depends on trading volume and is not indicated here.

Insider Warnick Jason
Role Chief Financial Officer
Sold 300,000 shs ($39.84M)
Type Security Shares Price Value
Exercise Employee Stock Option (right to buy) 175,000 $0.00 --
Exercise Class A Common Stock 175,000 $5.93 $1.04M
Sale Class A Common Stock 71,117 $131.6864 $9.37M
Sale Class A Common Stock 88,950 $132.405 $11.78M
Sale Class A Common Stock 114,032 $133.4915 $15.22M
Sale Class A Common Stock 25,901 $134.2522 $3.48M
Holdings After Transaction: Employee Stock Option (right to buy) — 200,000 shares (Direct); Class A Common Stock — 763,691 shares (Direct)
Footnotes (1)
  1. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 8, 2025. This transaction was executed in multiple trades during the day at prices ranging from $130.96 to $131.95. 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. This transaction was executed in multiple trades during the day at prices ranging from $131.96 to $132.95. 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. This transaction was executed in multiple trades during the day at prices ranging from $132.96 to $133.94. 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. This transaction was executed in multiple trades during the day at prices ranging from $133.96 to $134.59. 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. On December 15, 2018, the Reporting Person was granted an option to purchase 700,000 shares of Common Stock under Robinhood's Amended and Restated 2013 Stock Plan, which option was amended and restated on January 13, 2020. This option vested and became exercisable as to one-fourth (1/4) of those shares on December 4, 2019, with the remainder scheduled to vest and become exercisable in thirty-six (36) equal monthly installments thereafter, subject to the Reporting Person's continued service with Robinhood through the applicable vesting date and subject to accelerated vesting in certain circumstances.
Form 4 Insider Transactions: What Each Field Means →
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*
Warnick Jason
(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
11/11/2025
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 11/11/2025 M 175,000 A $5.93 763,691 D
Class A Common Stock 11/11/2025 S 71,117(1) D $131.6864(2) 692,574 D
Class A Common Stock 11/11/2025 S 88,950(1) D $132.405(3) 603,624 D
Class A Common Stock 11/11/2025 S 114,032(1) D $133.4915(4) 489,592 D
Class A Common Stock 11/11/2025 S 25,901(1) D $134.2522(5) 463,691 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
Employee Stock Option (right to buy) $5.93 11/11/2025 M 175,000 (6) 12/14/2028 Class A Common Stock 175,000 $0 200,000 D
Explanation of Responses:
1. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on August 8, 2025.
2. This transaction was executed in multiple trades during the day at prices ranging from $130.96 to $131.95. 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.
3. This transaction was executed in multiple trades during the day at prices ranging from $131.96 to $132.95. 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.
4. This transaction was executed in multiple trades during the day at prices ranging from $132.96 to $133.94. 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 $133.96 to $134.59. 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. On December 15, 2018, the Reporting Person was granted an option to purchase 700,000 shares of Common Stock under Robinhood's Amended and Restated 2013 Stock Plan, which option was amended and restated on January 13, 2020. This option vested and became exercisable as to one-fourth (1/4) of those shares on December 4, 2019, with the remainder scheduled to vest and become exercisable in thirty-six (36) equal monthly installments thereafter, subject to the Reporting Person's continued service with Robinhood through the applicable vesting date and subject to accelerated vesting in certain circumstances.
Remarks:
/s/ Matthew Yorkavich, attorney-in-fact for Jason Warnick 11/13/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did HOOD’s CFO trade on 11/11/2025?

He exercised 175,000 options at $5.93 and sold 300,000 shares of Class A common stock.

Was the HOOD insider sale under a Rule 10b5-1 plan?

Yes. The transactions were made under a Rule 10b5-1 trading plan adopted on August 8, 2025.

What prices were the HOOD shares sold at?

Sales used weighted‑average prices, including $131.6864, $132.405, $133.4915, and $134.2522, within disclosed daily ranges.

How many HOOD shares does the CFO hold after the transactions?

He beneficially owned 463,691 shares directly after the reported transactions.

How many HOOD options remain after the exercise?

He held 200,000 stock options outstanding with an expiration on 12/14/2028.

What was the option grant referenced in the filing?

An option granted on December 15, 2018 (amended January 13, 2020), vesting over time, with $5.93 exercise price and 12/14/2028 expiration.