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Robinhood (NASDAQ: HOOD) CEO sells 375,000 shares in 10b5-1 trades

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Robinhood Markets, Inc. CEO Vladimir Tenev reported a pre-planned sale tied to a share conversion. On April 6, 2026, he converted 375,000 shares of Class B Common Stock into 375,000 shares of Class A Common Stock and then sold all 375,000 Class A shares in open-market transactions.

The sales occurred at weighted-average prices of $69.5343 and $70.1184 per share, executed under a Rule 10b5-1 trading plan adopted on September 5, 2025. After these transactions, Tenev directly holds 48,669,572 shares of Class B Common Stock and indirectly holds 6,907 shares of Class A Common Stock through a living trust.

Positive

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Insider Tenev Vladimir
Role Chief Executive Officer
Sold 375,000 shs ($26.19M)
Type Security Shares Price Value
Conversion Class B Common Stock 375,000 $0.00 --
Conversion Class A Common Stock 375,000 $0.00 --
Sale Class A Common Stock 182,667 $69.5343 $12.70M
Sale Class A Common Stock 192,333 $70.1184 $13.49M
holding Class A Common Stock -- -- --
Holdings After Transaction: Class B Common Stock — 48,669,572 shares (Direct); Class A Common Stock — 375,000 shares (Direct); Class A Common Stock — 6,907 shares (Indirect, By Living Trust)
Footnotes (1)
  1. As part of the transaction effected on April 6, 2026 pursuant to the Rule 10b5-1 trading plan adopted by the Reporting Person on September 5, 2025 ("Tenev 10b5-1 plan"), the Reporting Person sold 375,000 shares of his Class B Common Stock, resulting in an automatic conversion of the shares into Class A Common Stock upon execution of the sale. This transaction was effected pursuant to the Tenev 10b5-1 plan. This transaction was executed in multiple trades during the day at prices ranging from $68.80 to $69.79. 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. This transaction was executed in multiple trades during the day at prices ranging from $69.80 to $70.77. 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.
Shares converted 375,000 shares Class B converted to Class A on April 6, 2026
Shares sold total 375,000 shares Open-market sales on April 6, 2026
Sale price tranche 1 $69.5343/share Weighted-average price for 182,667 Class A shares
Sale price tranche 2 $70.1184/share Weighted-average price for 192,333 Class A shares
Post-transaction Class B holdings 48,669,572 shares Direct Class B Common Stock after April 6, 2026
Indirect Class A holdings 6,907 shares Class A Common Stock held by living trust
Net shares sold 375,000 shares Net sell direction per transaction summary
Rule 10b5-1 trading plan financial
"pursuant to the Rule 10b5-1 trading plan adopted by the Reporting Person on September 5, 2025"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
Class B Common Stock financial
"sold 375,000 shares of his Class B Common Stock, resulting in an automatic conversion"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
Class A Common Stock financial
"automatic conversion of the shares into Class A Common Stock upon execution of the sale"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
weighted-average price financial
"multiple trades during the day at prices ranging from $68.80 to $69.79. The weighted-average price is reported above."
open-market sale financial
"Sale in open market or private transaction"
An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.
living trust financial
"total_shares_following_transaction: "6907.0000" ... nature_of_ownership: "By Living Trust""
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).
X
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*
Tenev Vladimir

(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/06/2026
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 Stock04/06/2026C375,000A(1)375,000D
Class A Common Stock04/06/2026S(2)182,667D$69.5343(3)192,333D
Class A Common Stock04/06/2026S(2)192,333D$70.1184(4)0D
Class A Common Stock6,907IBy Living Trust
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
Class B Common Stock(1)04/06/2026C375,000 (1) (1)Class A Common Stock375,000$048,669,572D
Explanation of Responses:
1. As part of the transaction effected on April 6, 2026 pursuant to the Rule 10b5-1 trading plan adopted by the Reporting Person on September 5, 2025 ("Tenev 10b5-1 plan"), the Reporting Person sold 375,000 shares of his Class B Common Stock, resulting in an automatic conversion of the shares into Class A Common Stock upon execution of the sale.
2. This transaction was effected pursuant to the Tenev 10b5-1 plan.
3. This transaction was executed in multiple trades during the day at prices ranging from $68.80 to $69.79. 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.
4. This transaction was executed in multiple trades during the day at prices ranging from $69.80 to $70.77. 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/ Matthew Yorkavich, attorney-in-fact for Vladimir Tenev04/08/2026
** 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)

FAQ

What did Robinhood (HOOD) CEO Vladimir Tenev report in this Form 4?

Vladimir Tenev reported converting 375,000 Class B shares into 375,000 Class A shares, then selling all 375,000 Class A shares in open-market transactions. These trades were executed on April 6, 2026 under a previously adopted Rule 10b5-1 trading plan.

How many Robinhood (HOOD) shares did the CEO sell and at what prices?

The CEO sold a total of 375,000 Class A shares. One sale tranche covered 182,667 shares at a weighted-average price of $69.5343 per share; a second tranche covered 192,333 shares at a weighted-average price of $70.1184 per share.

Was the Robinhood (HOOD) CEO’s sale part of a Rule 10b5-1 plan?

Yes. The filing states the April 6, 2026 transactions were effected under a Rule 10b5-1 trading plan that Vladimir Tenev adopted on September 5, 2025, indicating the sales were pre-arranged rather than newly decided at the time of execution.

How many Robinhood (HOOD) shares does Vladimir Tenev hold after these trades?

After the reported transactions, Vladimir Tenev directly holds 48,669,572 shares of Class B Common Stock. He also indirectly holds 6,907 shares of Class A Common Stock through a living trust, according to the holding entry included in the Form 4 data.

What is the significance of the Class B to Class A conversion at Robinhood (HOOD)?

The Form 4 shows 375,000 Class B shares automatically converted into 375,000 Class A shares as part of the sale. This conversion occurred upon execution of the sale transaction, as described in the footnotes, and then the resulting Class A shares were sold.