[144] Rubrik, Inc. SEC Filing

Rhea-AI Filing Summary

Rubrik, Inc. (RBRK) Form 144 notice: An insider proposes to sell 41,421 shares of Class A common stock through Morgan Stanley Smith Barney, valued at approximately $3,131,427.60, with an approximate sale date of 09/16/2025. The shares were acquired as restricted stock units that vested on 09/15/2025 and are being sold as compensation. The filer also reported a prior sale on 06/17/2025 of 43,128 shares for gross proceeds of $3,819,540.75. The notice includes the standard certification that the seller is not aware of undisclosed material adverse information.

Positive

• Clear disclosure of proposed sale size, value, acquisition method, broker, and approximate sale date
• Acquisition via RSU vesting and sale labeled as compensation, which is a routine, non-exotic transaction
• Previous sale disclosed (06/17/2025: 43,128 shares for $3,819,540.75), improving transparency

Negative

• Insider selling a material amount (41,421 shares worth ~$3.13M), which may concern some investors monitoring insider liquidity
• Concentrated near-term sale (vesting 09/15/2025 and sale 09/16/2025) offering limited information about any trading plan or long-term intent

Insights

Securities Analyst

TL;DR: Insider sale of recently vested RSUs totaling ~41k shares ($3.13M) is disclosed; routine liquidity event, not a transaction-changing disclosure.

The filing shows a planned sale of 41,421 Class A shares acquired via RSU vesting on 09/15/2025 and to be sold on 09/16/2025 through Morgan Stanley Smith Barney. The immediate sale following vesting indicates a liquidity-driven disposition rather than a transfer for financing or a corporate event. The prior sale on 06/17/2025 of 43,128 shares for $3.82M suggests a pattern of monetizing compensation. For investors, this is a transparent, standard disclosure under Rule 144 with no specified negative material developments disclosed by the filer.

Corporate Governance Expert

TL;DR: Proper use of Rule 144 form and brokered sale; disclosure aligns with governance and insider trading reporting norms.

The notice documents acquisition via employer-granted RSUs and a broker-mediated sale, consistent with expected post-vesting disposition. The seller’s representation that no material non-public information exists is included, as required. The filing records both the prospective sale and a recent past sale, improving transparency about insider liquidity. No departures from standard governance disclosure practices are evident in the text provided.

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

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

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

Relationship to Issuer

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	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 39th Floor New York NY 10004	41421	3131427.60	142085609	09/16/2025	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	09/15/2025	Restricted Stock Units vesting under registered plan	Issuer			41421	09/15/2025	Compensation

* 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
Arvind Nithrakashyap 3495 Deer Creek Road Palo Alto CA 94304	Class A Common Stock	06/17/2025	43128	3819540.75

144: Remarks and Signature

Remarks

Date of Notice

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

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What proposed sale is disclosed in the RBRK Form 144?

The filing proposes to sell 41,421 shares of Class A common stock, valued at approximately $3,131,427.60, with an approximate sale date of 09/16/2025.

Who is handling the brokered sale for the RBRK Form 144 filing?

The broker listed is Morgan Stanley Smith Barney LLC Executive Financial Services located at 1 New York Plaza, New York, NY.

How were the shares being sold acquired according to the filing?

The shares were acquired as restricted stock units (RSUs) that vested on 09/15/2025, and the consideration is listed as compensation.

Did the filer report any recent sales prior to this Form 144 notice?

Yes. The filer reported a prior sale on 06/17/2025 of 43,128 shares for gross proceeds of $3,819,540.75.

Does the filer state there is undisclosed material information about Rubrik?

The filing includes the required representation that the seller does not know any material adverse information about the issuer that has not been publicly disclosed.