Robinhood (HOOD) Chief Brokerage Officer reports RSU vesting and tax-share withholding

Rhea-AI Filing Summary

Robinhood Markets Chief Brokerage Officer Steven M. Quirk reported equity award activity involving Class A Common Stock. On February 1, 2026, 43,403 restricted stock units converted into an equal number of Class A shares upon vesting and settlement, increasing his directly held shares before tax withholding.

On the same date, 17,795 Class A shares were withheld by Robinhood to cover tax obligations tied to this RSU vesting at a price of $99.48 per share, which the filing notes does not represent a sale. After these transactions, Quirk directly owned 80,104 Class A shares. The RSUs were granted under Robinhood’s 2021 Omnibus Incentive Plan, with vesting scheduled in equal quarterly installments subject to continued service.

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

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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^*

Quirk Steven M.

(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 Brokerage Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/01/2026

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	02/01/2026		M		43,403	A	(1)	97,899	D
Class A Common Stock	02/01/2026		F		17,795(2)	D	$99.48	80,104	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
Restricted Stock Units	(1)	02/01/2026		M			43,403	(3)	(3)	Class A Common Stock	43,403	$0	0	D

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 43,403 RSUs and does not represent a sale by the Reporting Person.

3. On March 24, 2022, the Reporting Person was granted 694,444 RSUs under Robinhood's 2021 Omnibus Incentive Plan. One-sixteenth (1/16) of these RSUs vested on May 1, 2022, 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.

Remarks:

	/s/ Matthew Yorkavich, attorney-in-fact for Steven M. Quirk	02/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did Robinhood (HOOD) insider Steven M. Quirk report in this Form 4?

Steven M. Quirk reported vesting of restricted stock units that converted into Class A Common Stock. The filing details equity award settlement, related tax withholding, and his updated direct ownership position in Robinhood shares following these administrative transactions.

How many Robinhood (HOOD) RSUs vested for Steven M. Quirk on February 1, 2026?

On February 1, 2026, 43,403 restricted stock units vested for Steven M. Quirk and converted one-for-one into 43,403 shares of Robinhood Class A Common Stock. This conversion reflects previously granted equity under Robinhood’s 2021 Omnibus Incentive Plan.

Did Steven M. Quirk sell Robinhood (HOOD) shares in this Form 4 filing?

The filing states that 17,795 shares were withheld by Robinhood to satisfy tax withholding obligations related to RSU vesting. It explicitly notes this withholding does not represent a sale by Steven M. Quirk, distinguishing it from an open-market or discretionary stock sale.

What is Steven M. Quirk’s Robinhood (HOOD) share ownership after these transactions?

Following the reported vesting and tax withholding on February 1, 2026, Steven M. Quirk directly owned 80,104 shares of Robinhood Class A Common Stock. This figure reflects the 43,403 RSUs converted to shares, net of the 17,795 shares withheld for taxes.

At what price were Robinhood (HOOD) shares withheld for taxes in this Form 4?

The 17,795 Robinhood Class A shares withheld to satisfy tax obligations were valued at $99.48 per share. This price is used for the tax withholding calculation associated with the vesting and settlement of 43,403 restricted stock units reported in the filing.

What are the vesting terms of Steven M. Quirk’s 694,444 Robinhood (HOOD) RSUs?

The filing explains that 694,444 RSUs were granted on March 24, 2022. One-sixteenth vested on May 1, 2022, with the remaining RSUs scheduled to vest in fifteen equal quarterly installments, contingent on Steven M. Quirk’s continued service and subject to possible accelerated vesting.