Robinhood Markets, Inc. (HOOD) SEC Filings

Robinhood Markets, Inc. appointed Dara Bazzano as its principal accounting officer, effective June 25, 2026. Chief Financial Officer Shiv Verma, who previously held this designation, will continue as CFO and principal financial officer.

Bazzano, age 58, has been Chief Accounting Officer since April 2026 and oversees accounting, tax, financial operations, reporting, and internal controls. Her background includes senior accounting leadership roles at T-Mobile US, CBRE Group, The Gap, and partnership roles at major audit firms.

Her compensation package includes a $425,000 base salary, a target annual bonus equal to 40% of salary, a $1,540,000 annual equity target, a restricted stock unit grant valued at about $3,300,000 vesting quarterly over two years, and a $400,000 sign-on bonus paid in two installments. These terms remain unchanged with her new designation.

Robinhood Markets, Inc. completed a private offering of $2.2 billion of 0.00% convertible senior notes due 2029 sold to qualified institutional buyers. The notes are senior unsecured, carry no regular interest, and mature on October 1, 2029 with multiple stock price–based conversion and redemption triggers.

The initial conversion rate is 5.7332 shares per $1,000 principal, implying a conversion price of about $174.42 per share, a roughly 65% premium to the Class A common stock price on June 22, 2026. Robinhood entered into capped call transactions covering about 12.6 million shares, with an initial cap price near $237.85, to help mitigate dilution from potential conversions.

Net proceeds were about $2.169 billion. Robinhood used roughly $290 million to repurchase 2.743 million Class A shares at $105.71 and $123.2 million to pay for the capped calls, with remaining funds earmarked for general corporate purposes, including possible growth investments, acquisitions and capital spending.

Robinhood Markets, Inc. is raising $2.0 billion through 0.00% convertible senior notes due October 1, 2029 in a private placement to qualified institutional buyers. Initial purchasers also have an option to buy up to an additional $200 million of notes.

Robinhood estimates net proceeds of about $1,971.8 million, or $2,169.1 million if the option is fully exercised. It plans to use approximately $290 million to repurchase Class A common stock concurrently with the offering at the last reported Nasdaq sale price on June 22, 2026, $112 million for capped call transactions, and the remainder for general corporate purposes including organic growth, potential acquisitions and capital expenditures.

The notes are senior unsecured, pay no regular interest and are initially convertible at 5.7332 shares per $1,000 principal amount, implying a conversion price of about $174.42 per share, a 65.0% premium to the last reported sale price on June 22, 2026. Capped calls with an initial cap price around $237.85 per share (a 125% premium) are intended to reduce dilution or offset cash payments upon conversion.

Robinhood Markets, Inc. is cutting approximately 10% of its full-time workforce and closing a small number of open roles as part of efforts to maintain a high performance culture, accelerate product development, and keep operations lean. The company expects cash restructuring and related charges of about $20 million for severance and benefits and about $8 million related to share-based compensation, with the accrual recognized in the second quarter of 2026. Management notes this decision comes from a position of business strength, citing June month-to-date average daily trading volumes at record levels across equities, options, and prediction markets, while also warning of potential legal, reputational, financial, and operational risks tied to the reduction in force.

Robinhood Markets, Inc. Chief Financial Officer Shiv Verma reported an open-market sale of Class A Common Stock. Verma sold 3,984 shares on June 15, 2026 at a price of $98.84 per share and now holds 59,927 shares directly.

The transaction was carried out pursuant to a pre-arranged Rule 10b5-1 trading plan, indicating it was scheduled in advance rather than timed discretionarily.

Company notice of proposed sale on Form 144 showing scheduled dispositions by a reporting person under 10b5-1 plans. The filing lists three 10b5-1 sales executed in 03/16/2026, 04/15/2026, and 05/15/2026, each for approximately 5,436–5,438 shares and cash amounts shown. The filing also lists 12,948 restricted stock units (RSUs) with an award date of 06/01/2025.

Robinhood Markets director Baiju Bhatt, through the Baiju Bhatt Living Trust, reported a pre-planned sale of 57,898 shares of Class B Common Stock on June 11, 2026, which automatically converted into the same number of Class A shares upon sale under a Rule 10b5-1 trading plan.

The shares were sold in multiple open-market transactions at weighted-average prices ranging from about $85.97 to $93.46. After these transactions, the Living Trust continued to hold 46,948,479 shares of Class B Common Stock indirectly, while Bhatt directly held 3,579 shares of Class A Common Stock.

Company: Morgan Stanley Smith Barney LLC reported Form 144 entries related to proposed sales of Common stock tied to the Baiju Prafulkumar Bhatt Living Trust under 10b5-1 plans. The excerpt lists multiple proposed sale notices, including 67,422, 57,261, and 67,422 shares on 05/20/2026, 04/16/2026, and 03/20/2026, with dollar amounts shown alongside each entry.

Robinhood Markets director Meyer Malka, through a fund he is associated with, reported an open-market purchase of 250,000 shares of Class A common stock on June 5, 2026. The weighted average purchase price was $80.7368 per share, with individual trades between $80.07 and $81.00.

After this purchase, the fund holds 3,924,427 Robinhood shares indirectly. Additional indirect holdings reported include 102,183 shares by an LLC and 3,976,234 shares by various trusts, plus 1,812 shares held directly. Malka disclaims beneficial ownership of these indirect holdings except to the extent of any pecuniary interest.