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  4. [Form 4] Rubrik, Inc. Insider Trading Activity

Rubrik CTO sells 38,460 shares under 10b5-1 plan

Rubrik’s CTO reported net sales of Class A shares following Class B conversions, executed under a pre-arranged Rule 10b5-1 trading plan.

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Form Type
4

Rhea-AI Filing Summary

Rubrik, Inc. (RBRK) director and Chief Technology Officer Arvind Nithrakashyap reported multiple transactions over September 8–10, 2026. He converted an aggregate of 38,460 shares of Class B Common Stock into Class A Common Stock and sold 38,460 Class A shares in open-market transactions at weighted average prices in the high-$80s to low-$90s per share, pursuant to a Rule 10b5-1 trading plan adopted October 15, 2025. He also reports indirect holdings of Class B Common Stock representing 200,000 underlying Class A shares through a revocable trust for which he serves as trustee and shares voting and dispositive power with his spouse.

Positive

  • None.

Negative

  • None.
Insider Nithrakashyap Arvind
Role Chief Technology Officer
Sold 38,460 shs ($3.49M)
Approx. gross sale proceeds $3.49M
Type Security Shares Price Value
Conversion Class B Common Stock F14 12,820 $0.00 $0.00
Conversion Class A Common Stock 12,820 $0.00 $0.00
Sale Class A Common Stock F1, F9 369 $87.55 $32K
Sale Class A Common Stock F1, F10 611 $89.12 $54K
Sale Class A Common Stock F1, F11 4,844 $89.73 $435K
Sale Class A Common Stock F1, F12 4,675 $90.88 $425K
Sale Class A Common Stock F1, F13 2,321 $91.67 $213K
Conversion Class B Common Stock F14 12,820 $0.00 $0.00
Conversion Class A Common Stock 12,820 $0.00 $0.00
Sale Class A Common Stock F1, F5 3,243 $89.33 $290K
Sale Class A Common Stock F1, F6 5,297 $90.41 $479K
Sale Class A Common Stock F1, F7 3,237 $91.16 $295K
Sale Class A Common Stock F1, F8 1,013 $92.08 $93K
Sale Class A Common Stock F1 30 $92.87 $3K
Conversion Class B Common Stock F14 12,820 $0.00 $0.00
Conversion Class A Common Stock 12,820 $0.00 $0.00
Sale Class A Common Stock F1, F2 2,767 $90.43 $250K
Sale Class A Common Stock F1, F3 7,836 $91.47 $717K
Sale Class A Common Stock F1, F4 2,217 $91.95 $204K
holding Class B Common Stock F14, F15 -- -- --
Holdings After Transaction: Class B Common Stock — 10,028,250 contracts (Direct); Class A Common Stock — 293,293 shares (Direct); Class B Common Stock — 200,000 contracts (Indirect, By Arvind Nithrakashyap, as Trustee of the Nithrakashyap/Chatterjee Revocable Trust)
Footnotes (15)
  1. F1. This sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan, adopted October 15, 2025.
  2. F2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.7975 to $90.79 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
  3. F3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.805 to $91.79 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
  4. F4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.80 to $92.195 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
  5. F5. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.775 to $89.77 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
  6. F6. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.805 to $90.77 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
  7. F7. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.82 to $91.7625 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
  8. F8. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.785 to $92.67 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
  9. F9. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $87.31 to $88.05 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
  10. F10. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.41 to $89.26 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
  11. F11. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.315 to $90.2775 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
  12. F12. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.315 to $91.30 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
  13. F13. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.315 to $92.30 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
  14. F14. 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 is also convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date.
  15. F15. The shares are held of record by Arvind Nithrakashyap, as Trustee of the Nithrakashyap/Chatterjee Revocable Trust, for which the Reporting Person serves as trustee and shares voting and dispositive power with his spouse.
Class A shares sold 38,460 shares Aggregate sales reported for September 8–10, 2026
Class B shares converted 38,460 shares Total Class B Common Stock converted into Class A over the same period
Example sale price $90.43 per share Weighted average price for 2,767 Class A shares sold on September 8, 2026
Additional sale prices $91.47 and $91.95 per share Weighted average prices for separate Class A sale tranches on September 8, 2026
Indirect Class B holding (underlying Class A) 200,000 shares Underlying Class A shares associated with Class B Common Stock held via revocable trust
Rule 10b5-1 plan adoption date October 15, 2025 Plan under which the reported sales were effected
Rule 10b5-1 trading plan regulatory
"This sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"The reported price in Column 4 is a weighted average price"
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
Class B Common Stock financial
"Each share of Class B Common Stock held by the Reporting Person will automatically convert"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
dispositive power regulatory
"shares voting and dispositive power with his spouse"
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

FAQ

What transactions did Rubrik (RBRK) CTO Arvind Nithrakashyap report on this Form 4?
He reported converting 38,460 shares of Class B Common Stock into Class A Common Stock and selling 38,460 Class A shares in open-market transactions over September 8–10, 2026.

Were the Rubrik (RBRK) insider stock sales made under a Rule 10b5-1 plan?
Yes. The filing states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted October 15, 2025, and the Rule 10b5-1 checkbox for the filing is affirmed.

What prices did the Rubrik (RBRK) CTO receive for the reported Class A share sales?
Reported weighted average prices per share include $90.43, $91.47, and $91.95, with footnotes explaining that each figure reflects multiple trades within stated price ranges on the respective dates.

How many Rubrik (RBRK) shares did the CTO sell in total in this Form 4?
The transaction summary reports sales totaling 38,460 Class A Common Stock shares, corresponding to the same number of shares converted from Class B Common Stock during the period.

What ongoing Rubrik (RBRK) holdings are reported for the CTO after these transactions?
The filing discloses an indirect position of Class B Common Stock with 200,000 underlying Class A shares, held by a revocable trust for which he serves as trustee and shares voting and dispositive power with his spouse.

How do Rubrik (RBRK) Class B shares held by the CTO convert into Class A shares?
Each share of Class B Common Stock is convertible into one share of Class A Common Stock, either automatically upon certain transfers or at any time at the holder’s option, and the Class B shares have no expiration date.

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

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SEC Form 4
FORM 4UNITED 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*
Nithrakashyap Arvind
(Last)(First)(Middle)
C/O RUBRIK INC.
3495 DEER CREEK ROAD
(Street)
PALO ALTO CALIFORNIA 94304
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Rubrik, Inc. [ RBRK ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Technology Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/08/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock09/08/2026C12,820A$0306,113D
Class A Common Stock09/08/2026S(1)2,767D$90.43(2)303,346D
Class A Common Stock09/08/2026S(1)7,836D$91.47(3)295,510D
Class A Common Stock09/08/2026S(1)2,217D$91.95(4)293,293D
Class A Common Stock09/09/2026C12,820A$0306,113D
Class A Common Stock09/09/2026S(1)3,243D$89.33(5)302,870D
Class A Common Stock09/09/2026S(1)5,297D$90.41(6)297,573D
Class A Common Stock09/09/2026S(1)3,237D$91.16(7)294,336D
Class A Common Stock09/09/2026S(1)1,013D$92.08(8)293,323D
Class A Common Stock09/09/2026S(1)30D$92.87293,293D
Class A Common Stock09/10/2026C12,820A$0306,113D
Class A Common Stock09/10/2026S(1)369D$87.55(9)305,744D
Class A Common Stock09/10/2026S(1)611D$89.12(10)305,133D
Class A Common Stock09/10/2026S(1)4,844D$89.73(11)300,289D
Class A Common Stock09/10/2026S(1)4,675D$90.88(12)295,614D
Class A Common Stock09/10/2026S(1)2,321D$91.67(13)293,293D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Class B Common Stock(14)09/08/2026C12,820 (14) (14)Class A Common Stock12,820$010,053,890D
Class B Common Stock(14)09/09/2026C12,820 (14) (14)Class A Common Stock12,820$010,041,070D
Class B Common Stock(14)09/10/2026C12,820 (14) (14)Class A Common Stock12,820$010,028,250D
Class B Common Stock(14) (14) (14)Class A Common Stock200,000200,000IBy Arvind Nithrakashyap, as Trustee of the Nithrakashyap/Chatterjee Revocable Trust(15)
Explanation of Responses:
1. This sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan, adopted October 15, 2025.
2. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.7975 to $90.79 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
3. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.805 to $91.79 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
4. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.80 to $92.195 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
5. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.775 to $89.77 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
6. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.805 to $90.77 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
7. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.82 to $91.7625 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
8. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.785 to $92.67 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
9. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $87.31 to $88.05 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
10. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.41 to $89.26 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
11. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.315 to $90.2775 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
12. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.315 to $91.30 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
13. The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.315 to $92.30 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
14. 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 is also convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date.
15. The shares are held of record by Arvind Nithrakashyap, as Trustee of the Nithrakashyap/Chatterjee Revocable Trust, for which the Reporting Person serves as trustee and shares voting and dispositive power with his spouse.
/s/ Anne-Kathrin Lalendran, Attorney-in-Fact09/10/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

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