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

Rhea-AI Filing Summary

Robinhood Markets (HOOD) – Form 4 insider activity

On 24 Jul 2025, Baiju Bhatt’s Living Trust converted 418,338 Class B shares into Class A (code C) and immediately sold the same amount (code S) at a weighted-average price of $101.88. Gross proceeds are roughly $42.7 million.

After the sale the trust reports 0 Class A shares but still owns 52,787,741 Class B shares (convertible 1:1). Bhatt personally holds 10,518 Class A shares. The trades were executed under a Rule 10b5-1 plan adopted 12 Aug 2024. Filing signed 28 Jul 2025.

Positive

• Insider retains 52.8 million Class B shares, signalling continued long-term commitment and control.
• Sale executed under a Rule 10b5-1 trading plan, reducing perception of opportunistic timing.

Negative

• 418,338 Class A shares sold for ≈$42.7 million, adding supply and possibly weighing on near-term price.
• Class A holdings reduced to zero, removing direct alignment in the widely traded share class.

Insights

Equity Analyst

TL;DR: Large insider sale raises supply concern, but massive Class B stake keeps long-term alignment.

The $42.7 million disposition removes 418k Class A shares from Bhatt’s indirect holdings, adding float and potentially pressuring near-term price sentiment. However, retention of 52.8 million Class B shares—about 11% of total outstanding—maintains strong economic exposure and voting control, suggesting no strategic exit. Sale was pre-scheduled under a 10b5-1 plan, moderating negative signaling. Net effect leans modestly bearish given size versus daily volume, yet not thesis-changing.

Corporate Governance Specialist

TL;DR: Transaction is routine plan-based diversification; governance risk unchanged.

Use of a 10b5-1 program aligns with best practices, reducing allegations of opportunistic selling. Bhatt keeps significant Class B control, so board influence and dual-class structure persist. No red flags on compliance or undisclosed derivatives. Impact classified as neutral for governance.

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).

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)
07/24/2025

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	07/24/2025		C		418,338	A	(1)	418,338	I	By Living Trust
Class A Common Stock	07/24/2025		S(2)		418,338	D	$101.8833(3)	0	I	By Living Trust
Class A Common Stock								10,518	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)	07/24/2025		C			418,338	(1)	(1)	Class A Common Stock	418,338	$0	52,787,741	I	By Living Trust

Explanation of Responses:

1. As part of the transactions effected on July 24, 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 $100.38 to $102.83. 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/ Maureen Montgomery, attorney-in-fact for Baiju Bhatt	07/28/2025
	** 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

How many HOOD shares did Baiju Bhatt sell on 24 Jul 2025?

The Living Trust sold 418,338 Class A shares after conversion from Class B.

At what price were the HOOD shares sold?

The weighted-average sale price was $101.88, with trades ranging from $100.38 to $102.83.

Does Baiju Bhatt still own Robinhood stock after this sale?

Yes, the trust still owns 52,787,741 Class B shares, and Bhatt directly holds 10,518 Class A shares.

Was the transaction under a 10b5-1 trading plan?

Yes. The plan was adopted on 12 Aug 2024, providing pre-scheduled diversification.

What is the total cash value of the shares sold?

At the reported average price, gross proceeds were approximately $42.7 million.