[Form 4] Rubrik, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Rubrik, Inc. (RBRK) – Form 4 Insider Activity

Chief Financial Officer Kiran Kumar Choudary reported two transactions dated 07/09/2025:

• Option exercise & conversion: 2,000 stock options exercised at a $7.99 strike (Code M) and automatically converted from Class B to Class A shares (Code C) at a reported price of $0.
• Open-market sale: 3,500 Class A shares sold at $87.54 (Code S), generating ≈ $0.31 million in gross proceeds.

Post-transaction, the CFO directly holds 521,595 Class A shares and 70,450 derivative securities. The net reduction of 1,500 shares represents under 0.3 % of his direct equity position, signalling only a marginal change in insider ownership.

Insights

Securities Analyst

TL;DR: Small sale; ownership largely unchanged—minimal signal.

The CFO’s combination of option exercise and subsequent sale is routine portfolio management. Net disposition of 1,500 shares is immaterial versus a remaining stake exceeding 521k shares. The $87.54 sale price is well above the $7.99 exercise cost, but the proceeds represent a fraction of overall insider holdings. There is no indication of broad strategic intent or financial distress. Market impact is expected to be neutral.

Corporate Governance Expert

TL;DR: Rule 10b5-1 plan mitigates governance concerns.

The sale was executed under a pre-arranged Rule 10b5-1 plan adopted 01/15/2025, aligning with best-practice governance standards and reducing the risk of information-based trading allegations. Continued sizable ownership aligns management’s incentives with shareholders. No red flags emerge from this filing.

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

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^*

Choudary Kiran Kumar

(Last) (First) (Middle)

C/O RUBRIK INC.

3495 DEER CREEK ROAD

(Street)

PALO ALTO CA 94304

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/09/2025

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	07/09/2025		C		2,000	A	$0	525,095	D
Class A Common Stock	07/09/2025		S(1)		3,500	D	$87.54	521,595	D

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
Stock Option (Right to Buy)	$7.99	07/09/2025		M			2,000	(2)	09/17/2028	Class B Common Stock	2,000	$0	70,450	D
Class B Common Stock	(3)	07/09/2025		M		2,000		(3)	(3)	Class A Common Stock	2,000	$0	2,000	D
Class B Common Stock	(3)	07/09/2025		C			2,000	(3)	(3)	Class A Common Stock	2,000	$0	0	D

Explanation of Responses:

1. This sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan, adopted January 15, 2025.

2. 1/4 of the shares subject to the option vested on August 20, 2019, and 1/48 of the shares vested monthly thereafter.

3. 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.

	/s/ Larry Guo, Attorney-in-Fact	07/11/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many Rubrik (RBRK) shares did the CFO sell?

3,500 Class A shares were sold on 07/09/2025 at $87.54 each.

Did the Rubrik CFO exercise any stock options?

Yes, 2,000 options were exercised at a $7.99 strike price, converting into Class A shares.

What is the CFO’s remaining Rubrik shareholding after the transactions?

He directly owns 521,595 Class A shares plus 70,450 derivative securities.

Was the sale made under a Rule 10b5-1 trading plan?

Yes, the filing states the sale occurred under a Rule 10b5-1 plan adopted 01/15/2025.

Is the insider transaction likely to impact RBRK stock materially?

Given the small net sale (≈1,500 shares) relative to total outstanding shares, the market impact is expected to be minimal.