Rubrik officer proposes sale of 500,000 shares

At expiration, the entity is to deliver shares under the forward contract, but may elect cash settlement subject to certain conditions.

Rhea-AI Filing Summary

For Rubrik, Inc. (RBRK), a Rule 144 notice submitted by Goldman Sachs & Co. LLC on behalf of officer Bipul Sinha covers a proposed sale of 500,000 Class A common shares. The notice lists an aggregate market value of $56,900,000 and issuer shares outstanding of 167,367,143.

The remarks state that an entity of which Sinha is the sole equity member has a prepaid forward sale contract with Goldman Sachs. It provides for an upfront cash payment to the entity and share delivery at expiration based on the then-current market price and agreed floor and cap prices. Subject to certain conditions, the entity may elect cash settlement and retain the pledged shares; it pledged 500,000 shares to secure the contract. The listed acquisition history includes Class B shares acquired from Rubrik in private transactions, converted to Class A, and contributed to SBSP EQUITY 1 LLC.

Key Figures

Proposed sale: 500,000 Class A common shares Aggregate market value: $56,900,000 Issuer shares outstanding: 167,367,143 shares +2 more

5 metrics

Proposed sale 500,000 Class A common shares Shares covered by the Rule 144 notice

Aggregate market value $56,900,000 Securities covered by the notice

Issuer shares outstanding 167,367,143 shares Figure listed in the notice

Class B shares acquired 469,731 shares Private transaction on February 17, 2021

Class B shares acquired 30,269 shares Private transaction on February 28, 2022

Key Terms

pre-paid forward sale contract, forward floor and cap prices, cash settle, hedging activity

4 terms

pre-paid forward sale contract financial

"shares noticed ... are subject to a pre-paid forward sale contract"

forward floor and cap prices financial

"the agreed forward floor and cap prices"

cash settle financial

"may elect to cash settle the contract"

hedging activity financial

"Any hedging activity in connection with the contract"

Hedging activity is when a company or investor takes steps to protect themselves from price swings in things like currencies, interest rates, commodities or stock values — similar to buying insurance against bad moves. It matters to investors because hedging can make a company’s future profits and cash flow more predictable (reducing risk) but can also limit upside gains, so disclosures about hedging show how much risk management affects potential returns and volatility.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many Rubrik (RBRK) shares does the Rule 144 notice cover?

The notice covers a proposed sale of 500,000 Class A common shares. It lists an aggregate market value of $56,900,000 for the securities.

What does the forward contract require for the RBRK shares?

The contract provides for an upfront cash payment to the entity based on the market price of the shares. At expiration, the entity is obligated to deliver a specified number of shares based on the then-current market price and agreed forward floor and cap prices. Subject to certain conditions, it may elect cash settlement and retain the pledged shares.

What acquisition history is listed for the RBRK shares?

The notice lists 469,731 Class B shares acquired from Rubrik in a private transaction on February 17, 2021, and 30,269 Class B shares acquired in a private transaction on February 28, 2022. Both lots were converted to Class A shares and subsequently contributed to SBSP EQUITY 1 LLC.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/25/2026 - 07:21 PM Accepted by SEC EDGAR 09/25/2026 - 07:19 PM Learn about SEC filing dates

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	0001685768
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	1-844-478-2745
Name of Person for Whose Account the Securities are To Be Sold	Bipul Sinha
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	Officer

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	Goldman Sachs & Co. LLC 200 West Street New York NY 10282	500000	56900000	167367143	09/25/2026	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	02/28/2022	Acquired Class B common shares from Issuer in private transaction; Class B common shares were converted to Class A common shares, and subsequently contributed to SBSP EQUITY 1 LLC	The Issuer			30269	02/28/2022	None
Class A Common	02/17/2021	Acquired Class B common shares from Issuer in private transaction; Class B common shares were converted to Class A common shares, and subsequently contributed to SBSP EQUITY 1 LLC	The Issuer			469731	02/17/2021	None

* 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

Nothing to Report

144: Remarks and Signature

Remarks	In accordance with the procedures described in the Commission's interpretive letter to Goldman, Sachs & Co. dated 12/20/99, the shares of Class A Common Stock noticed in Section 3(c) of this Form 144 are subject to a pre-paid forward sale contract between an entity of which Mr. Sinha is the sole equity member and the broker named in Section 3(b). The contract provides for an up-front cash payment to the entity based upon the market price of the shares. Upon expiration, the entity will be obligated to deliver a specified number of shares based on the then-current market price at settlement and the agreed forward floor and cap prices. The entity has pledged 500k shares of Mr. Sinha's Class A Common Stock to secure the entity's obligations under the contract. Subject to certain conditions, the entity may elect to cash settle the contract and retain ownership of the pledged shares. Any hedging activity in connection with the contract will be conducted by the broker named in Section 3(b).
Date of Notice	09/25/2026
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	Goldman Sachs & Co. LLC on behalf of Bipul Sinha
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)