Rubrik (RBRK) director details Lightspeed-related conversions and share sales

Rhea-AI Filing Summary

Rubrik, Inc. director Ravi Mhatre reported a series of indirect transactions involving Class A and Class B common stock held through multiple Lightspeed-affiliated investment vehicles. On 12/11/2025, several blocks of Class B common stock automatically converted into Class A common stock at $0 and were moved through in-kind distributions among funds and management entities without cash consideration.

On 12/12/2025, Lightspeed Venture Partners X, L.P. sold 97,658 Class A shares at a weighted average price of $81.67 and 4,001 Class A shares at a weighted average price of $85.5, in each case through multiple trades within stated price ranges, reducing that fund’s Rubrik holdings to zero. Mhatre reports these as indirect positions through the various entities and disclaims beneficial ownership of the shares except to the extent of his pecuniary interest.

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

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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^*

Mhatre Ravi

(Last) (First) (Middle)

2200 SAND HILL ROAD

(Street)

MENLO PARK CA 94025

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Rubrik, Inc. [ RBRK ]

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)
12/11/2025

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	12/11/2025		C		1,387,454	A	$0	1,387,454	I	By Lightspeed Venture Partners IX, L.P.(1)
Class A Common Stock	12/11/2025		C		322,103	A	$0	322,103	I	By Lightspeed Venture Partners Select II, L.P.(2)
Class A Common Stock	12/11/2025		C		626,864	A	$0	626,864	I	By Lightspeed SPV I, LLC(3)
Class A Common Stock	12/11/2025		C		493,378	A	$0	493,378	I	By Lightspeed SPV I-B, LLC(4)
Class A Common Stock	12/11/2025		C		345,340	A	$0	345,340	I	By Lightspeed SPV I-C, LLC(5)
Class A Common Stock	12/11/2025		C		101,659	A	$0	101,659	I	By Lightspeed Venture Partners X, L.P.(6)
Class A Common Stock	12/11/2025		J(7)		1,387,454	D	$0	0	I	By Lightspeed Venture Partners IX, L.P.(1)
Class A Common Stock	12/11/2025		J(8)		362,473	A	$0	362,473	I	By Lightspeed General Partner IX, L.P.(9)
Class A Common Stock	12/11/2025		J(10)		362,473	D	$0	0	I	By Lightspeed General Partner IX, L.P.(9)
Class A Common Stock	12/11/2025		J(11)		322,103	D	$0	0	I	By Lightspeed Venture Partners Select II, L.P.(2)
Class A Common Stock	12/11/2025		J(12)		68,285	A	$0	68,285	I	By Lightspeed General Partner Select II, L.P.(13)
Class A Common Stock	12/11/2025		J(14)		68,285	D	$0	0	I	By Lightspeed General Partner Select II, L.P.(13)
Class A Common Stock	12/11/2025		J(15)		626,864	D	$0	0	I	By Lightspeed SPV I, LLC(3)
Class A Common Stock	12/11/2025		J(16)		493,378	D	$0	0	I	By Lightspeed SPV I-B, LLC(4)
Class A Common Stock	12/11/2025		J(17)		345,340	D	$0	0	I	By Lightspeed SPV I-C, LLC(5)
Class A Common Stock	12/11/2025		J(18)		125,373	A	$0	125,373	I	By LS SPV Management, LLC(19)
Class A Common Stock	12/11/2025		J(20)		125,373	D	$0	0	I	By LS SPV Management, LLC(19)
Class A Common Stock	12/11/2025		J(21)(22)		5,307	A	$0	5,307	I	By Lightspeed Management Company, L.L.C.(23)
Class A Common Stock	12/11/2025		J(24)		15,832	A	$0	97,674	D
Class A Common Stock	12/11/2025		J(21)		45,865	A	$0	442,739	I	By Mhatre Investments LP - Fund 2(25)
Class A Common Stock	12/11/2025		J(22)		8,410	A	$0	83,909	I	By Mhatre Investments LP - Fund 3(26)
Class A Common Stock	12/12/2025		S		97,658	D	$81.67(27)	4,001	I	By Lightspeed Venture Partners X, L.P.(6)
Class A Common Stock	12/12/2025		S		4,001	D	$85.5(28)	0	I	By Lightspeed Venture Partners X, L.P.(6)
Class A Common Stock								649	I	By Trust(29)

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
Class B Common Stock	(30)	12/11/2025		C			1,387,454	(30)	(30)	Class A Common Stock	1,387,454	$0	4,162,362	I	By Lightspeed Venture Partners IX, L.P.(1)
Class B Common Stock	(30)	12/11/2025		C			322,103	(30)	(30)	Class A Common Stock	322,103	$0	966,307	I	By Lightspeed Venture Partners Select II, L.P.(2)
Class B Common Stock	(30)	12/11/2025		C			626,864	(30)	(30)	Class A Common Stock	626,864	$0	1,880,593	I	By Lightspeed SPV I, LLC(3)
Class B Common Stock	(30)	12/11/2025		C			493,378	(30)	(30)	Class A Common Stock	493,378	$0	1,480,133	I	By Lightspeed SPV I-B, LLC(4)
Class B Common Stock	(30)	12/11/2025		C			345,340	(30)	(30)	Class A Common Stock	345,340	$0	1,036,018	I	By Lightspeed SPV I-C, LLC(5)
Class B Common Stock	(30)	12/11/2025		C			101,659	(30)	(30)	Class A Common Stock	101,659	$0	0	I	By Lightspeed Venture Partners X, L.P.(6)

Explanation of Responses:

1. Shares are held by Lightspeed Venture Partners IX, L.P. ("Lightspeed IX"). Lightspeed General Partner IX, L.P. ("LGP IX") is the general partner of Lightspeed IX. Lightspeed Ultimate General Partner IX, Ltd. ("LUGP IX") is the general partner of LGP IX. The Reporting Person is a director of LUGP IX and shares voting and dispositive power with respect to the shares held by Lightspeed IX. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

2. Shares are held by Lightspeed Venture Partners Select II, L.P. ("Lightspeed Select II"). Lightspeed General Partner Select II, L.P. ("LGP Select II") is the general partner of Lightspeed Select II. Lightspeed Ultimate General Partner Select II, Ltd. ("LUGP Select II") is the general partner of LGP Select II. The Reporting Person is a director of LUGP Select II and shares voting and dispositive power with respect to the shares held by Lightspeed Select II. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

3. Shares are held by Lightspeed SPV I, LLC ("Lightspeed SPV I"). LS SPV Management, LLC ("LS SPV") is the manager of Lightspeed SPV I. The Reporting Person is a managing member of LS SPV and shares voting and dispositive power with respect to the shares held by Lightspeed SPV I. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

4. Shares are held by Lightspeed SPV I-B, LLC ("Lightspeed SPV I-B"). LS SPV is the manager of Lightspeed SPV I-B. The Reporting Person is a managing member of LS SPV and shares voting and dispositive power with respect to the shares held by Lightspeed SPV I-B. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

5. Shares are held by Lightspeed SPV I-C, LLC ("Lightspeed SPV I-C"). LS SPV is the manager of Lightspeed SPV I-C. The Reporting Person is a managing member of LS SPV and shares voting and dispositive power with respect to the shares held by Lightspeed SPV I-C. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

6. Shares are held by Lightspeed Venture Partners X, L.P. ("Lightspeed X"). Lightspeed General Partner X, L.P. ("LGP X") is the general partner of Lightspeed X. Lightspeed Ultimate General Partner X, Ltd. ("LUGP X") is the general partner of LGP X. The Reporting Person is a director of LUGP X and shares voting and dispositive power with respect to the shares held by Lightspeed X. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

7. Represents an in-kind distribution by Lightspeed IX without consideration to its partners (including LGP IX).

8. Represents receipt of shares in the distribution in kind described in footnote (7).

9. Shares are held by LGP IX. LUGP IX is the general partner of LGP IX. The Reporting Person is a director of LUGP IX and shares voting and dispositive power with respect to the shares held by LGP IX. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

10. Represents an in-kind distribution by LGP IX without consideration to its partners.

11. Represents an in-kind distribution by Lightspeed Select II without consideration to its partners (including LGP Select II).

12. Represents receipt of shares in the distribution in kind described in footnote (11).

13. Shares are held by LGP Select II. LUGP Select II is the general partner of LGP Select II. The Reporting Person is a director of LUGP Select II and shares voting and dispositive power with respect to the shares held by LGP Select II. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

14. Represents an in-kind distribution by LGP Select II without consideration to its partners.

15. Represents an in-kind distribution by Lightspeed SPV I without consideration to its members.

16. Represents an in-kind distribution by Lightspeed SPV I-B without consideration to its members.

17. Represents an in-kind distribution by Lightspeed SPV I-C without consideration to its members.

18. Represents receipt of shares in the distribution in kind described in footnote (15).

19. Shares are held by LS SPV. The Reporting Person is a managing member of LS SPV and shares voting and dispositive power with respect to the shares held by LS SPV. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

20. Represents an in-kind distribution by LS SPV without consideration to its members.

21. Represents receipt of shares in the distribution in kind described in footnote (10).

22. Represents receipt of shares in the distribution in kind described in footnote (14).

23. Shares are held by Lightspeed Management Company, L.L.C. ("LMC"). The Reporting Person is a managing member of LMC and shares voting and dispositive power with respect to the shares held by LMC. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.

24. Represents receipt of shares in the distribution in kind described in footnote (20).

25. The Reporting Person serves as trustee of the general partner of Mhatre Investments LP - Fund 2.

26. The Reporting Person serves as trustee of the general partner of Mhatre Investments LP - Fund 3.

27. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $81.275 to $82.19 inclusive. The Reporting Person undertakes to provide to 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.

28. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.04 to $85.99 inclusive. The Reporting Person undertakes to provide to 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.

29. The Reporting Person is the trustee of the Mhatre 2011 Irrevocable Children's Trust.

30. Each share of Class B Common Stock will automatically convert into one share of Class A Common Stock upon the sale or transfer of such share of Class B Common Stock, subject to certain exceptions, and in certain other circumstances described in the Issuer's amended and restated certificate of incorporation. Each share of Class B Common Stock is also convertible at any time at the option of the holder into one share of Class A Common Stock.

	/s/ Ravi Mhatre	12/15/2025
	** Signature of Reporting Person	Date
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FAQ

What insider activity did Rubrik (RBRK) director Ravi Mhatre report?

Ravi Mhatre reported indirect transactions in Rubrik Class A and Class B common stock held through multiple Lightspeed-affiliated funds, including automatic conversions of Class B into Class A shares at $0 and subsequent movements via in-kind distributions among partnerships and management entities.

Which Rubrik Class A shares were sold and at what prices?

On 12/12/2025, Lightspeed Venture Partners X, L.P. sold 97,658 Class A shares at a weighted average price of $81.67 and 4,001 Class A shares at a weighted average price of $85.5. The sales occurred in multiple trades within price ranges disclosed in the footnotes.

How were Rubrik Class B shares treated in this report?

Each share of Class B common stock automatically converts into one share of Class A common stock upon sale or transfer, subject to certain exceptions, and is also convertible at any time at the holder’s option. On 12/11/2025, several Class B blocks converted into Class A at $0 in connection with the reported transactions.

Which entities hold Rubrik shares related to Ravi Mhatre’s reporting?

The transactions involve Rubrik shares held by entities including Lightspeed Venture Partners IX, L.P., Lightspeed Venture Partners Select II, L.P., Lightspeed SPV I, LLC, Lightspeed SPV I-B, LLC, Lightspeed SPV I-C, LLC, Lightspeed Venture Partners X, L.P., LS SPV Management, LLC, Lightspeed Management Company, L.L.C., Mhatre Investments LP - Fund 2, Mhatre Investments LP - Fund 3, and the Mhatre 2011 Irrevocable Children’s Trust.

Does Ravi Mhatre claim full beneficial ownership of the Rubrik shares in this filing?

No. For each Lightspeed-related and other entity, the report states that the reporting person disclaims beneficial ownership of the Rubrik shares except to the extent of his pecuniary interest in those entities.

What do the weighted average prices in the Rubrik share sales represent?

The prices of $81.67 and $85.5 are weighted average sale prices. The shares were sold in multiple transactions within ranges of $81.275 to $82.19 and $85.04 to $85.99, respectively. The reporting person undertakes to provide full trade-by-trade details upon request.