RBLX Insider Sale: Mark Reinstra Sells Shares to Cover RSU Taxes

Rhea-AI Filing Summary

Mark Reinstra, Chief Legal Officer and Corporate Secretary of Roblox Corporation, reported multiple sales of Class A common stock on 08/20/2025 to satisfy tax withholding obligations arising from the vesting of restricted stock units (RSUs). The Form 4 lists four separate sell transactions totaling 15,820 shares (1,236; 4,868; 6,271; 3,445) executed as "sell to cover." Reported average prices for those grouped sales were approximately $115.96, $117.05, $118.04, and $118.69, with disclosed price ranges for individual transactions within each group. The filing also discloses indirect beneficial holdings in various trusts for which Mr. Reinstra is trustee or his spouse is related, with reported indirect amounts of 116,630, 35,359, and 16,653 shares (appearing multiple times for different trusts). The Form indicates routine tax-related disposition rather than open-market investment activity or options exercises.

Positive

• Sales were disclosed as "sell to cover" to satisfy tax withholding for RSU vesting, indicating routine compensation-related activity rather than opportunistic trading.
• Filing provides detailed price ranges and average prices for grouped transactions and clear footnotes explaining indirect holdings, supporting transparency.

Negative

• Insider sold 15,820 Class A shares on 08/20/2025, reducing direct holdings as shown by decreasing post-transaction balances.
• Multiple trusts hold indirect positions (e.g., 116,630; 35,359; 16,653 shares) which could complicate interpretations of total economic exposure.

Insights

Corporate Governance Expert

TL;DR: Routine insider sales to satisfy tax withholding on RSU vesting; no indication of new compensation arrangements or governance changes.

The Form 4 shows the Chief Legal Officer executed multiple "sell to cover" transactions on 08/20/2025 tied to RSU vesting. Such transactions are customary when shares vest and taxes are withheld by selling a portion of shares. The filing enumerates prices and ranges for the grouped sales and discloses significant indirect holdings held in trusts where the reporting person serves as trustee or the spouse is beneficiary. From a governance perspective, these transactions are procedural and do not, by themselves, signal a change in insider intent or firm governance policies. The filing includes clear footnotes explaining the nature of each holding and the tax-related purpose of the sales.

Securities Analyst

TL;DR: Insider sold 15,820 shares via sell-to-cover at average prices near $116–$119; overall beneficial ownership remains substantial.

The reported disposals total 15,820 Class A shares sold in multiple transactions at average prices reported between roughly $115.96 and $118.69, with per-group price ranges disclosed. Following these sales, the reporting person’s direct beneficial ownership as reported decreased across the successive lines (reported post-transaction balances: 388,253; 383,385; 377,114; 373,669). The filing also lists multiple indirect holdings totaling sizeable positions held in various trusts. For market impact, the volumes are relatively modest versus total float and are presented as tax-withholding actions tied to RSU vesting rather than portfolio rebalancing or signaling.

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).

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^*

Reinstra Mark

(Last) (First) (Middle)

C/O ROBLOX CORPORATION

3150 S. DELAWARE ST.

(Street)

SAN MATEO CA 94403

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Roblox Corp [ RBLX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal Off. & Corp. Sec.

3. Date of Earliest Transaction (Month/Day/Year)
08/20/2025

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	08/20/2025		S(1)		1,236	D	$115.9557(2)	388,253(3)	D
Class A Common Stock	08/20/2025		S(1)		4,868	D	$117.0486(4)	383,385(3)	D
Class A Common Stock	08/20/2025		S(1)		6,271	D	$118.0414(5)	377,114(3)	D
Class A Common Stock	08/20/2025		S(1)		3,445	D	$118.6912(6)	373,669(3)	D
Class A Common Stock								116,630	I	See footnote(7)
Class A Common Stock								35,359	I	See footnote(8)
Class A Common Stock								16,653	I	See Footnote(9)
Class A Common Stock								35,359	I	See footnote(10)
Class A Common Stock								16,653	I	See Footnotes(11)

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. Represents the number of shares sold to cover the statutory tax withholding obligations in connection with the vesting of Restricted Stock Units ("RSUs"). This sale was to satisfy tax withholding obligations to be funded by a "sell to cover" transaction.

2. The price reported in column 4 is an average price. These shares were sold in multiple transactions at prices ranging from $115.39 to $116.35, inclusive. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

3. A portion of these securities are RSUs. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.

4. The price reported in column 4 is an average price. These shares were sold in multiple transactions at prices ranging from $116.46 to $117.42, inclusive. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

5. The price reported in column 4 is an average price. These shares were sold in multiple transactions at prices ranging from $117.48 to $118.47, inclusive. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

6. The price reported in column 4 is an average price. These shares were sold in multiple transactions at prices ranging from $118.48 to $119.07, inclusive. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

7. These shares are held directly by the San Domenico Trust dated August 12, 1999 for which the Reporting Person serves as trustee. The Reporting Person may be deemed to have beneficial ownership over the securities held by the trust.

8. These shares are held directly by the Mark L. Reinstra 2023 Annuity Trust for which the Reporting Person serves as trustee. The Reporting Person may be deemed to have beneficial ownership of the securities held by the Annuity Trust.

9. These shares are held directly by the Mark L. Reinstra 2022 Annuity Trust for which the Reporting Person serves as trustee. The Reporting Person may be deemed to have beneficial ownership of the securities held by the Annuity Trust.

10. These shares are held directly by the Susan P. Reinstra 2023 Annuity Trust for which the Reporting Person serves as trustee. The spouse of the Reporting Person may be deemed to have beneficial ownership of the securities held by the Annuity Trust.

11. These shares are held directly by the Susan P. Reinstra 2022 Annuity Trust for which the Reporting Person serves as trustee. The spouse of the Reporting Person may be deemed to have beneficial ownership of the securities held by the Annuity Trust.

Remarks:

	/s/ Mark Reinstra	08/22/2025
	** 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 did Roblox (RBLX) insider Mark Reinstra do on 08/20/2025?

He executed multiple sell-to-cover transactions totaling 15,820 Class A shares to satisfy tax withholding related to RSU vesting.

Why were the shares sold according to the Form 4?

The sales were made to satisfy statutory tax withholding obligations arising from the vesting of Restricted Stock Units (RSUs).

At what prices were the shares sold in the Form 4 for RBLX?

The filing reports average prices of approximately $115.96, $117.05, $118.04, and $118.69, with disclosed ranges for individual transactions within those groups.

How many shares did Mr. Reinstra beneficially own after the reported transactions?

The post-transaction direct balances reported on successive lines are 388,253, 383,385, 377,114, and 373,669 shares respectively.

Does the Form 4 show indirect holdings for Mark Reinstra?

Yes; the filing discloses indirect holdings in trusts, including positions of 116,630, 35,359, and 16,653 Class A shares across various trusts where he or his spouse serve roles.

Does this Form 4 indicate any new awards or option exercises?

No. The Form 4 only reports non-derivative share disposals tied to RSU vesting tax withholding; it does not report new derivative awards or option exercises.