Rubrik (RBRK) Form 4: CFO 10b5-1 Sale and Option Exercise Details
Rhea-AI Filing Summary
Rubrik, Inc. (RBRK) Chief Financial Officer Kiran Kumar Choudary reported option exercises and a sale on August 20, 2025. He exercised 2,000 stock options with a $7.99 exercise price, which converted into 2,000 shares of Class B common stock (and are shown as 2,000 Class A shares after conversion for one line). Following the exercise, the report shows an acquisition of 2,000 Class A shares and a Rule 10b5-1 plan sale of 3,500 Class A shares at $82.93 each, resulting in 517,095 Class A shares owned after the sale. The filing states the sale was effected pursuant to a 10b5-1 trading plan adopted January 15, 2025, and notes the option vesting schedule and conversion mechanics between Class B and Class A shares.
Positive
- Sale effected under a Rule 10b5-1 trading plan, indicating pre-planned and compliant insider liquidity
- Exercise price of $7.99 vs sale price $82.93 indicates realized intrinsic value on the exercised options
- Reporting includes conversion and vesting explanations, improving transparency about Class B to Class A mechanics
Negative
- Insider sold 3,500 shares, which reduces immediate insider share count though remaining ownership stays substantial
Insights
TL;DR: Insider exercised options at low strike and sold shares under a pre-established 10b5-1 plan; ownership remains large.
The CFO exercised 2,000 options with a $7.99 strike, a low exercise price relative to the reported $82.93 sale price, realizing immediate intrinsic value on those shares. The sale of 3,500 shares was executed under a 10b5-1 plan adopted January 15, 2025, which typically indicates pre-planned liquidity rather than opportunistic timing. Post-transaction beneficial ownership remains 517,095 Class A shares, so this activity is modest relative to total holdings and appears to be routine executive liquidity rather than a change in control or large shift in position.
TL;DR: Transaction follows established compliance protocols with a 10b5-1 plan and standard option vesting disclosures.
The Form 4 discloses adherence to Rule 10b5-1 via a plan adopted earlier in 2025 and includes required vesting and conversion language for Class B to Class A shares. The filing is properly signed by an attorney-in-fact and provides the mandated explanatory notes about option vesting and conversion rights. From a governance perspective, disclosures appear complete and consistent with Section 16 reporting requirements.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Stock Option (Right to Buy) | 2,000 | $0.00 | -- |
| Exercise | Class B Common Stock | 2,000 | $0.00 | -- |
| Conversion | Class B Common Stock | 2,000 | $0.00 | -- |
| Conversion | Class A Common Stock | 2,000 | $0.00 | -- |
| Sale | Class A Common Stock | 3,500 | $82.93 | $290K |
Footnotes (1)
- This sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan, adopted January 15, 2025. 1/4 of the shares subject to the option vested on August 20, 2019, and 1/48 of the shares vested monthly thereafter. Each share of Class B Common Stock held by the Reporting Person 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 will also be convertible at any time at the option of the Reporting Person into one share of Class A Common Stock.
