HOOD Form 4: Executive RSU Vesting and Tax Withholding Disclosed
Rhea-AI Filing Summary
Steven M. Quirk, Chief Brokerage Officer of Robinhood Markets, Inc. (HOOD), reported equity transactions on 09/01/2025. The filing shows vesting/settlement of restricted stock units (RSUs) that resulted in the acquisition of 61,329 Class A common shares and the withholding of 27,170 shares to satisfy tax obligations at a reported per-share price of $104.03. After these non-derivative transactions the filing lists beneficial ownership positions of 181,737 and 154,567 Class A shares in two reported lines. The form also reports three separate RSU derivative entries (27,995; 16,837; 16,497 RSUs) with underlying Class A shares and corresponding post-transaction beneficial ownership figures as stated in the filing.
Positive
- Reported RSU vesting and settlement showing acquisition of 61,329 Class A shares, reflecting compensation realization under the company's equity plan
- Tax withholding disclosed (27,170 shares withheld at $104.03) which clarifies the nature of the reduction in beneficial ownership rather than an open-market sale
- Detailed RSU grant history from 2023, 2024, and 2025 included, documenting vesting schedules and remaining award counts
Negative
- Reduction in direct shares due to tax withholding lowered reported direct beneficial ownership from 181,737 to 154,567 shares on the reported lines
- No sale price or external purchase — transactions are internal settlements, so they do not provide insight into any discretionary trading intent by the reporting person
Insights
TL;DR: Routine executive RSU vesting resulted in acquisition and tax-withholding; not a standalone material corporate event.
The Form 4 documents scheduled RSU vesting for an executive, showing 61,329 Class A shares acquired on 09/01/2025 and 27,170 shares withheld to satisfy taxes at $104.03 per share. These are non-derivative share settlements from prior RSU grants rather than open-market purchases or sales. The filing also lists multiple outstanding RSU award positions with specified underlying shares and post-transaction beneficial ownership counts. For investors, this is a disclosure of insider compensation realization and resulting beneficial ownership; the transactions appear to be administrative settlements and withholding rather than directional trading seeking liquidity.
TL;DR: Disclosure is consistent with equity compensation governance and tax withholding practices.
The Form 4 provides the required Section 16 disclosure for RSU vesting and settlement. It notes withholding of 27,170 shares to satisfy tax obligations and cites the original RSU grant schedules (grants from 2023, 2024, 2025) with standard quarterly vesting provisions. The signatures and attorney-in-fact filing are present. This filing documents routine fulfillment of compensation programs and appropriate reporting compliance.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 27,995 | $0.00 | -- |
| Exercise | Restricted Stock Units | 16,837 | $0.00 | -- |
| Exercise | Restricted Stock Units | 16,497 | $0.00 | -- |
| Grant/Award | Class A Common Stock | 61,329 | $0.00 | -- |
| Tax Withholding | Class A Common Stock | 27,170 | $104.03 | $2.83M |
Footnotes (1)
- Restricted stock units ("RSUs") convert into Class A Common Stock on a one-for-one basis upon vesting and settlement. Represents shares withheld by Robinhood Markets, Inc. ("Robinhood") to satisfy tax withholding obligations in connection with the vesting and settlement of 61,329 RSUs and does not represent a sale by the Reporting Person. On March 22, 2023, the Reporting Person was granted 447,929 RSUs under Robinhood's 2021 Omnibus Incentive Plan (the "2021 Plan"). One-sixteenth (1/16) of these RSUs vested on June 1, 2023, with the remainder scheduled to vest in fifteen (15) equal quarterly installments thereafter, in each case subject to the Reporting Person's continued service with Robinhood through the applicable vesting date and subject to accelerated vesting in certain circumstances. On March 20, 2024, the Reporting Person was granted 269,397 RSUs under the 2021 Plan. One-sixteenth (1/16) of these RSUs vested on June 1, 2024, with the remainder scheduled to vest in fifteen (15) equal quarterly installments thereafter, in each case subject to the Reporting Person's continued service with Robinhood through the applicable vesting date and subject to accelerated vesting in certain circumstances. On March 20, 2025, the Reporting Person was granted 263,954 RSUs under the 2021 Plan. One-sixteenth (1/16) of these RSUs vested on June 1, 2025, with the remainder scheduled to vest in fifteen (15) equal quarterly installments thereafter, in each case subject to the Reporting Person's continued service with Robinhood through the applicable vesting date and subject to accelerated vesting in certain circumstances.
