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  4. [Form 4] Rigetti Computing, Inc. Insider Trading Activity

Rigetti (NASDAQ: RGTI) CFO sells shares to cover RSU taxes

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Rigetti Computing, Inc. (RGTI) reported that its Chief Financial Officer, Jeffrey A. Bertelsen, had a nondiscretionary sale of 3,860 shares of common stock on 2026-08-20. The sale was a sell to cover transaction to satisfy tax withholding obligations upon settlement of RSUs, at a weighted average price of about $16.89 per share. Following this transaction, he directly holds 168,067 shares of Rigetti common stock.

Positive

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Negative

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Insider Bertelsen Jeffrey A.
Role CHIEF FINANCIAL OFFICER
Sold 3,860 shs ($65K)
Type Security Shares Price Value
Sale Common Stock F1, F2 3,860 $16.8877 $65K
Holdings After Transaction: Common Stock — 168,067 shares (Direct)
Footnotes (2)
  1. F1. The sales reported in this row represent nondiscretionary sales of shares required to be sold by the Reporting Person pursuant to sell to cover transactions to satisfy tax withholding obligations in connection with the settlement of RSUs.
  2. F2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.69 to $16.965, 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.
Shares sold 3,860 shares Common Stock sale on 2026-08-20 by CFO Jeffrey A. Bertelsen
Weighted average sale price $16.8877 per share Sell to cover transaction for tax withholding obligations
Sale price range $16.69–$16.965 per share Multiple transactions included in the reported weighted average price
Shares held after transaction 168,067 shares Direct holdings of Rigetti common stock by the CFO following the sale
sell to cover financial
"represent nondiscretionary sales of shares required to be sold by the Reporting Person pursuant to sell to cover transactions"
Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.
RSUs financial
"to satisfy tax withholding obligations in connection with the settlement of RSUs"
RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.
weighted average price financial
"The price reported 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.
tax withholding obligations financial
"to satisfy tax withholding obligations in connection with the settlement of RSUs"

FAQ

What insider transaction did Rigetti Computing (RGTI) disclose for Jeffrey A. Bertelsen?
Rigetti Computing disclosed that CFO Jeffrey A. Bertelsen had a nondiscretionary sale of 3,860 shares of common stock on 2026-08-20 to cover tax withholding obligations related to RSU settlement.

How many Rigetti (RGTI) shares did the CFO sell and at what price?
CFO Jeffrey A. Bertelsen sold 3,860 shares of Rigetti common stock at a weighted average price of about $16.8877 per share, with individual trades executed between $16.69 and $16.965 per share.

Was the Rigetti (RGTI) CFO’s Form 4 sale a discretionary trade?
No. The footnotes state the transaction consisted of nondiscretionary sell to cover sales required to satisfy tax withholding obligations arising from settlement of RSUs, rather than a discretionary open-market sale for investment purposes.

How many Rigetti (RGTI) shares does the CFO hold after this transaction?
After the reported sell to cover transaction, CFO Jeffrey A. Bertelsen directly holds 168,067 shares of Rigetti Computing common stock, as shown in the Form 4’s post-transaction holdings field.

What price range applied to the Rigetti (RGTI) CFO’s reported share sales?
The Form 4 notes that the shares were sold in multiple transactions at prices ranging from $16.69 to $16.965 per share, with a reported weighted average price of about $16.8877 per share.

Were the Rigetti (RGTI) CFO’s transactions under a Rule 10b5-1 plan?
The Rule 10b5-1 checkbox is not affirmed in the filing, and the footnotes do not state that the trades were made pursuant to a Rule 10b5-1 trading plan.

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

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Form 4 Insider Transactions: What Each Field Means →
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).
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*
Bertelsen Jeffrey A.
(Last)(First)(Middle)
C/O RIGETTI COMPUTING, INC.
775 HEINZ AVENUE
(Street)
BERKELEY CALIFORNIA 94710
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Rigetti Computing, Inc. [ RGTI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
CHIEF FINANCIAL OFFICER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/20/2026		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
Common Stock08/20/2026S(1)3,860D$16.8877(2)168,067D
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
Explanation of Responses:
1. The sales reported in this row represent nondiscretionary sales of shares required to be sold by the Reporting Person pursuant to sell to cover transactions to satisfy tax withholding obligations in connection with the settlement of RSUs.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.69 to $16.965, 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.
/s/ Jeffrey Bertelsen08/20/2026
** 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