HUBS insider: option exercises executed under 10b5-1 plan; 8,500 shares sold

Rhea-AI Filing Summary

Insider transactions by HubSpot director Brian Halligan on 08/19/2025: Halligan acquired 7,136 shares by exercising options with a $182.91 exercise price and acquired 1,364 shares by exercising options with a $381.74 exercise price. Both option exercises were reported as vested or exercisable and resulted in beneficial ownership of 7,136 and 1,364 shares respectively. Following these exercises, Halligan sold 8,500 shares at $449.84 each, leaving him with 522,435 shares beneficially owned.

The Form 4 notes the transactions were effected under a 10b5-1 trading plan adopted on 03/03/2025. The filing was signed by an attorney-in-fact on 08/21/2025. All amounts and prices are stated on the form.

Positive

• Transactions executed under a 10b5-1 plan adopted on 03/03/2025, indicating preplanned trading
• Option exercised was fully vested, enabling lawful exercise without additional vesting conditions
• Director retains a substantial beneficial holding of 522,435 shares after the transactions

Negative

• Director sold 8,500 shares at $449.84, representing insider liquidity which some investors may view negatively

Insights

Financial Analyst

TL;DR: Director exercised vested options and sold a portion of holdings under a 10b5-1 plan, a routine liquidity action.

The filing shows option exercises at exercise prices of $182.91 and $381.74, producing 8,500 shares acquired in total, immediately followed by a sale of 8,500 shares at $449.84. The transactions were executed pursuant to a 10b5-1 plan adopted on 03/03/2025, which indicates preplanned, rule-compliant trading rather than opportunistic timing. For investors tracking insider activity, the net effect is modest liquidity taken by the director while retaining a large beneficial stake of 522,435 shares.

Corporate Governance Expert

TL;DR: Use of a documented 10b5-1 plan and vested option exercises align with standard governance practices.

The Form 4 explicitly states the trades were effected under a 10b5-1 trading plan adopted on 03/03/2025, which provides the affirmative defense under Rule 10b5-1(c). One disclosed stock option is fully vested per the filing. The attorney-in-fact signature on 08/21/2025 completes the required reporting. These elements reflect adherence to insider trading protocols and timely disclosure obligations.

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).

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^*

Halligan Brian

(Last) (First) (Middle)

C/O HUBSPOT, INC.

2 CANAL PARK

(Street)

CAMBRIDGE MA 02141

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HUBSPOT INC [ HUBS ]

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)
08/19/2025

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
Common Stock	08/19/2025		M(1)		7,136	A	$182.91	529,571	D
Common Stock	08/19/2025		M(1)		1,364	A	$381.74	530,935	D
Common Stock	08/19/2025		S(1)		8,500	D	$449.84	522,435	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
Stock Option (right to buy)	$182.91	08/19/2025		M(1)			7,136	(2)	02/03/2030	Common Stock	7,136	$0.00	0	D
Stock Option (right to buy)	$381.74	08/19/2025		M(1)			1,364	(2)	02/01/2031	Common Stock	1,364	$0	3,095	D

Explanation of Responses:

1. This transaction reported on this Form 4 was effected pursuant to a 10b5-1 trading plan adopted on 3/3/2025.

2. This stock option is fully vested.

	/s/ Joseph Theis, attorney-in-fact	08/21/2025
	** 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 insider transactions did HUBS director Brian Halligan report on Form 4?

The Form 4 reports option exercises of 7,136 shares at a $182.91 exercise price and 1,364 shares at $381.74, followed by a sale of 8,500 shares at $449.84 on 08/19/2025.

Were these trades by the HUBS director part of a prearranged trading plan?

Yes. The filing states the transactions were effected pursuant to a 10b5-1 trading plan adopted on 03/03/2025.

How many HUBS shares does Brian Halligan beneficially own after these transactions?

The Form 4 shows Halligan beneficially owns 522,435 shares following the reported transactions.

Did the Form 4 indicate whether the exercised options were vested?

Yes. The filing notes that one of the stock options is fully vested.

When was the Form 4 signed and filed for these HUBS transactions?

The signature by an attorney-in-fact is dated 08/21/2025; the transactions occurred on 08/19/2025.