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Robinhood CFO vests 33,323 shares; 16,956 withheld

Robinhood’s CFO had RSUs vest into Class A shares, with part of the award withheld to cover tax obligations rather than sold on the market.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Robinhood Markets, Inc. (HOOD) reported that its Chief Financial Officer, Shiv Verma, had restricted stock units vest and convert into 33,323 shares of Class A Common Stock on September 1, 2026, including 9,692 RSUs from a 2025 grant and 23,631 RSUs from a 2026 grant. Of these, 16,956 shares were withheld by Robinhood at $104.81 per share to satisfy tax withholding obligations in connection with the vesting, which the filing states does not represent a sale by the reporting person. The RSUs convert into Class A Common Stock on a one-for-one basis upon vesting and settlement, and no Rule 10b5-1 trading plan is reported.

Positive

  • None.

Negative

  • None.
Insider Verma Shiv
Role Chief Financial Officer
Type Security Shares Price Value
Exercise Restricted Stock Units F1, F3 9,692 $0.00 $0.00
Exercise Restricted Stock Units F1, F4 23,631 $0.00 $0.00
Exercise Class A Common Stock F1 33,323 -- --
Tax Withholding Class A Common Stock F2 16,956 $104.81 $1.78M
Holdings After Transaction: Restricted Stock Units — 247,200 contracts (Direct); Class A Common Stock — 68,330 shares (Direct)
Footnotes (4)
  1. F1. Restricted stock units ("RSUs") convert into Class A Common Stock on a one-for-one basis upon vesting and settlement.
  2. F2. Represents shares withheld by Robinhood Markets, Inc. ("Robinhood") to satisfy tax withholding obligations in connection with the vesting and settlement of 33,323 RSUs and does not represent a sale by the Reporting Person.
  3. F3. On March 19, 2025, the Reporting Person was granted 129,228 RSUs under Robinhood's 2021 Omnibus Incentive Plan (the "2021 Plan"). Ten percent (10%) of the RSUs vested on June 1, 2025 and on each subsequent three-month anniversary until forty percent (40%) of the award is fully vested; seven and one-half percent (7.5%) shall vest on the fifteen-month anniversary and on each subsequent three-month anniversary until an additional thirty percent (30%) is vested; five percent (5%) shall vest on the twenty-seven-month anniversary on each subsequent three-month anniversary until an additional twenty percent (20%) is vested; and two and one-half percent (2.5%) shall vest on the thirty-nine-month anniversary and on each subsequent three-month anniversary until the remaining ten percent (10%) is vested, 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.
  4. F4. On March 19, 2026, the Reporting Person was granted 236,308 RSUs under the 2021 Plan. Ten percent (10%) of the RSUs vested on June 1, 2026 and on each subsequent three-month anniversary until forty percent (40%) of the award is fully vested; seven and one-half percent (7.5%) shall vest on the fifteen-month anniversary and on each subsequent three-month anniversary until an additional thirty percent (30%) is vested; five percent (5%) shall vest on the twenty-seven-month anniversary on each subsequent three-month anniversary until an additional twenty percent (20%) is vested; and two and one-half percent (2.5%) shall vest on the thirty-nine-month anniversary and on each subsequent three-month anniversary until the remaining ten percent (10%) is vested, 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.
RSUs vested from 2025 grant 9,692 units Restricted Stock Units converting into Class A Common Stock on September 1, 2026
RSUs vested from 2026 grant 23,631 units Restricted Stock Units converting into Class A Common Stock on September 1, 2026
Total RSUs converting 33,323 units Total RSUs that vested and settled into Class A Common Stock on September 1, 2026
Shares withheld for taxes 16,956 shares Class A Common Stock withheld to satisfy tax withholding obligations on vesting
Tax withholding price per share $104.81 per share Value used for shares withheld to satisfy tax withholding obligations
2025 RSU grant size 129,228 units RSUs granted to the CFO on March 19, 2025 under the 2021 Plan
2026 RSU grant size 236,308 units RSUs granted to the CFO on March 19, 2026 under the 2021 Plan
Restricted Stock Units financial
"Restricted stock units ("RSUs") convert into Class A Common Stock"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
vesting and settlement financial
"in connection with the vesting and settlement of 33,323 RSUs"
tax withholding obligations financial
"to satisfy tax withholding obligations in connection with the vesting"
2021 Omnibus Incentive Plan financial
"RSUs under Robinhood's 2021 Omnibus Incentive Plan (the "2021 Plan")"
accelerated vesting financial
"subject to accelerated vesting in certain circumstances"
A contract feature that makes stock awards, options, or restricted shares become owned or exercisable earlier than the original schedule. It shortens or cancels the waiting period so recipients can sell, transfer, or exercise their equity sooner — think of a timed lock that is unlocked ahead of schedule. It matters to investors because it changes when shares enter the market, who controls them, and how much dilution or ownership concentration happens.

FAQ

What insider equity transaction did HOOD’s CFO report on September 1, 2026?

Robinhood’s CFO, Shiv Verma, reported the vesting and settlement of 33,323 RSUs into Class A Common Stock on September 1, 2026. The RSUs converted one-for-one into shares upon vesting under Robinhood’s 2021 Omnibus Incentive Plan.

How many HOOD RSUs from each grant vested for the CFO in this Form 4?

On September 1, 2026, 9,692 RSUs vested from a 129,228 RSU grant dated March 19, 2025, and 23,631 RSUs vested from a 236,308 RSU grant dated March 19, 2026, all converting into Class A Common Stock one-for-one.

How many HOOD shares were withheld for taxes in the CFO’s September 1, 2026 transaction?

Robinhood withheld 16,956 shares of Class A Common Stock at $104.81 per share to satisfy tax withholding obligations related to the vesting and settlement of 33,323 RSUs. The filing states this withholding does not represent a sale by the reporting person.

Did the HOOD CFO use a Rule 10b5-1 trading plan for these RSU transactions?

No. The filing indicates that the Rule 10b5-1 checkbox is not marked, and there is no footnote stating that the transactions were made pursuant to a Rule 10b5-1 trading plan or other pre-arranged trading arrangement.

What is the vesting schedule for the HOOD CFO’s March 19, 2025 RSU grant?

For the 129,228 RSUs granted on March 19, 2025, 10% vests on June 1, 2025 and each subsequent three-month anniversary until 40% is vested, then 7.5%, 5%, and 2.5% vest on later three-month anniversaries as described, subject to continued service and possible accelerated vesting.

What is the vesting schedule for the HOOD CFO’s March 19, 2026 RSU grant?

For the 236,308 RSUs granted on March 19, 2026, the vesting percentages and timing mirror the 2025 grant: 10%, then 7.5%, then 5%, then 2.5% on specified three-month anniversaries, subject to continued service and potential accelerated vesting.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4
FORM 4UNITED 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).
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*
Verma Shiv

(Last)(First)(Middle)
C/O ROBINHOOD MARKETS, INC.
85 WILLOW ROAD

(Street)
MENLO PARK CALIFORNIA 94025

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Robinhood Markets, Inc. [ HOOD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock09/01/2026M33,323A(1)85,286D
Class A Common Stock09/01/2026F16,956(2)D$104.8168,330D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)09/01/2026M9,692 (3) (3)Class A Common Stock9,692$058,153D
Restricted Stock Units(1)09/01/2026M23,631 (4) (4)Class A Common Stock23,631$0189,047D
Explanation of Responses:
1. Restricted stock units ("RSUs") convert into Class A Common Stock on a one-for-one basis upon vesting and settlement.
2. Represents shares withheld by Robinhood Markets, Inc. ("Robinhood") to satisfy tax withholding obligations in connection with the vesting and settlement of 33,323 RSUs and does not represent a sale by the Reporting Person.
3. On March 19, 2025, the Reporting Person was granted 129,228 RSUs under Robinhood's 2021 Omnibus Incentive Plan (the "2021 Plan"). Ten percent (10%) of the RSUs vested on June 1, 2025 and on each subsequent three-month anniversary until forty percent (40%) of the award is fully vested; seven and one-half percent (7.5%) shall vest on the fifteen-month anniversary and on each subsequent three-month anniversary until an additional thirty percent (30%) is vested; five percent (5%) shall vest on the twenty-seven-month anniversary on each subsequent three-month anniversary until an additional twenty percent (20%) is vested; and two and one-half percent (2.5%) shall vest on the thirty-nine-month anniversary and on each subsequent three-month anniversary until the remaining ten percent (10%) is vested, 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.
4. On March 19, 2026, the Reporting Person was granted 236,308 RSUs under the 2021 Plan. Ten percent (10%) of the RSUs vested on June 1, 2026 and on each subsequent three-month anniversary until forty percent (40%) of the award is fully vested; seven and one-half percent (7.5%) shall vest on the fifteen-month anniversary and on each subsequent three-month anniversary until an additional thirty percent (30%) is vested; five percent (5%) shall vest on the twenty-seven-month anniversary on each subsequent three-month anniversary until an additional twenty percent (20%) is vested; and two and one-half percent (2.5%) shall vest on the thirty-nine-month anniversary and on each subsequent three-month anniversary until the remaining ten percent (10%) is vested, 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.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Maureen Montgomery, attorney-in-fact for Shiv Verma09/03/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)