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

Rhea-AI Filing Summary

John William Hegeman, a director of Robinhood Markets, Inc. (HOOD), was automatically granted 102 shares of Class A common stock on 09/30/2025 under Robinhood's Non-Employee Director Compensation Program and the 2021 Omnibus Incentive Plan. The grant substituted quarterly cash director fees and was calculated using the 09/30/2025 closing price of $143.18 per share. The shares were fully vested upon grant, but the Reporting Person made a deferral election so the vested shares will be delivered upon the earliest of (1) December 1, 2035, (2) termination, (3) death or disability, or (4) a change in control of Robinhood. The Form 4 was signed on 10/02/2025 by an attorney-in-fact.

Positive

• 102 shares were fully vested upon grant, giving the director an immediate earned equity interest
• Grant was made in lieu of cash director fees, aligning pay with shareholder equity at $143.18 closing price
• Deferral election clearly defines delivery events including December 1, 2035, termination, death/disability, or change in control

Negative

• None.

Insights

Corporate Governance Analyst

Director received fully vested equity in lieu of cash, deferred until specific events.

This filing shows a routine compensatory equity grant to a non-employee director: 102 shares were issued under the company plans and were fully vested upon grant, which means the director has an earned ownership interest immediately despite deferred delivery.

The deferral election specifies delivery only upon the earliest of December 1, 2035, termination, death/disability, or a change in control, which is a common tax and governance mechanism to manage liquidity and retention without immediate cash payout.

Compensation Analyst

Grant substituted quarterly cash fees and was valued at $143.18 per share on grant date.

The director elected stock in lieu of cash, and the award value equals 102 shares multiplied by the $143.18 closing price, establishing the economic amount recorded for compensation.

This structure aligns director pay with shareholder equity while deferring delivery for tax or retention purposes; delivery triggers are explicitly limited to the four listed events.

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^*

Hegeman John William

(Last) (First) (Middle)

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)
09/30/2025

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	09/30/2025		A		102	A	(1)	102	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

Explanation of Responses:

1. On September 30, 2025, the Reporting Person was automatically granted 102 shares of Class A under the Non-Employee Director Compensation Program of Robinhood Markets, Inc. ("Robinhood"), which permits directors to elect to receive payment of quarterly director fees in the form of stock, and Robinhood's 2021 Omnibus Incentive Plan. This grant was made in lieu of cash fees, based on the September 30, 2025 closing price of $143.18 per share of Class A Common Stock, and these shares were fully vested upon grant. Pursuant to a deferral election, vested shares will be delivered to the Reporting Person upon the earliest to occur of (1) December 1, 2035, (2) termination, (3) their death or disability, or (4) a change in control of Robinhood.

Remarks:

	/s/ Matthew Yorkavich, attorney-in- fact for John Hegeman	10/02/2025
	** 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

What transaction did John Hegeman report on Form 4 for HOOD?

He reported an automatic grant of 102 Class A shares on 09/30/2025 under Robinhood's director compensation program.

Were the granted shares vested or subject to vesting?

The 102 shares were fully vested upon grant.

How was the grant value determined for the HOOD Form 4?

The grant was based on the 09/30/2025 closing price of $143.18 per share.

When will the vested shares be delivered to John Hegeman?

Delivery is deferred until the earliest of December 1, 2035, termination, death or disability, or a change in control.

Under which plans were the shares granted?

The grant was made under Robinhood's Non-Employee Director Compensation Program and the 2021 Omnibus Incentive Plan.