Major Rubrik Investor Bain Capital Plans Massive Stock Exit Following IPO

Rhea-AI Filing Summary

Bain Capital Venture Coinvestment II Partners, LP, an affiliate of Rubrik, has filed a Form 144 notice for the proposed sale of 1,185 shares of Class A Common Stock through Merrill Lynch, with an aggregate market value of $107,313. The shares are set to be sold on the NYSE around June 26, 2025.

The securities were originally acquired on January 4, 2019, through a purchase of Series E Preferred Stock, which was later converted to Class B Common Stock during Rubrik's IPO and subsequently converted to Class A Common Stock.

Notable recent sales by related Bain Capital entities in the past 3 months include:

• Bain Capital Venture Fund 2019, LP: 303,333 shares ($27.6M)
• Bain Capital Venture Coinvestment Fund II, LP: 305,768 shares ($27.9M)
• BCIP Venture Associates II, LP: 63,123 shares ($5.7M)

The filing was signed by Enrique Salem as Partner of Bain Capital Venture Investors, LLC, confirming no knowledge of undisclosed material adverse information about Rubrik.

Positive

• None.

Negative

• Significant insider selling: Multiple Bain Capital entities sold a combined total of approximately 700,000 shares worth over $63.8 million in June 2025, indicating substantial divestment by a major institutional investor

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001976977
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	Rubrik, Inc.
SEC File Number	001-42028
Address of Issuer	3495 DEER CREEK ROAD PALO ALTO CALIFORNIA 94304
Phone	844-478-2745
Name of Person for Whose Account the Securities are To Be Sold	Bain Capital Venture Coinvestment II Partners, LP
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Affiliate

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A Common Stock	Merrill Lynch 101 California Street, 13th Floor San Francisco CA 94111	1185	107313	123563326	06/26/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A Common Stock	01/04/2019	Purchase of Series E Preferred Stock, which was automatically converted into Class B Common Stock in connection with the Issuer's IPO, susequently converted into Class A Common Stock and a subsequent distribution in-kind	Issuer			1185	01/04/2019	Cash

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
BCV 2019-MD Primary, L.P. 200 Clarendon Street Boston MA 02199	Class A Common Stock	06/13/2025	11667	1062747
Bain Capital Venture Fund 2019, L.P. 200 Clarendon Street Boston MA 02199	Class A Common Stock	06/13/2025	303333	27630602
Bain Capital Venture Coinvestment Fund II, L.P. 200 Clarendon Street Boston MA 02199	Class A Common Stock	06/13/2025	305768	27852407
BCIP Venture Associates II, L.P. 200 Clarendon Street Boston MA 02199	Class A Common Stock	06/13/2025	63123	5749874
BCIP Venture Associates II-B, L.P. 200 Clarendon Street Boston MA 02199	Class A Common Stock	06/13/2025	3878	353247
BCV 2019-MD Coinvestment II, L.P. 200 Clarendon Street Boston MA 02199	Class A Common Stock	06/13/2025	12231	1114121

144: Remarks and Signature

Remarks
Date of Notice	06/26/2025
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ Enrique Salem, as Partner of Bain Capital Venture Investors, LLC
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many shares of RBRK stock is Bain Capital Venture Coinvestment II Partners selling?

According to the Form 144 filing, Bain Capital Venture Coinvestment II Partners, LP is planning to sell 1,185 shares of RBRK Class A Common Stock at an aggregate market value of $107,313.

When did Bain Capital acquire the RBRK shares being sold?

The shares were initially acquired on January 4, 2019 through a purchase of Series E Preferred Stock, which was later converted to Class B Common Stock during Rubrik's IPO, and subsequently converted into Class A Common Stock.

What is the total value of RBRK stock sold by Bain Capital entities in the past 3 months?

In the past 3 months (as of June 13, 2025), various Bain Capital entities sold a total of 700,000 shares of RBRK Class A Common Stock for combined gross proceeds of approximately $63.7 million.

What is RBRK's total shares outstanding according to the Form 144?

According to the Form 144 filing, Rubrik (RBRK) has 123,563,326 shares outstanding.

When is Bain Capital planning to execute the sale of RBRK shares?

The Form 144 indicates an approximate date of sale of June 26, 2025, with the notice being filed on June 26, 2025.