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

Rhea-AI Filing Summary

Rigetti Computing director Helene Gail Sandford reported sales of common stock on 09/19/2025 made pursuant to a Rule 10b5-1 trading plan adopted June 12, 2025. The filing shows a sale of 1 share at $26.98 and a separate weighted-average sale of 17,634 shares at $24.7484 (prices ranged $24.74 to $25.205). After these transactions the reporting person beneficially owned 182,371 shares. The Form 4 was executed by an attorney-in-fact on 09/22/2025.

Positive

• Trades were executed under a Rule 10b5-1 plan, indicating the transactions were pre-authorized and consistent with an affirmative-defense trading arrangement
• Complete Form 4 disclosure including transaction dates, prices, share amounts, resulting beneficial ownership, and attorney-in-fact signature

Negative

• Insider sold 17,634 shares at a weighted-average price of $24.7484, reducing beneficial ownership to 182,371 shares
• Sales represent insider liquidity, which may be interpreted by some investors as a reduction in the director's stake

Insights

Financial Analyst

TL;DR: Director executed preplanned share sales totaling 17,635 shares under a 10b5-1 plan; net holdings remain material at 182,371 shares.

The transactions disclosed are sales rather than exercises or option activity and were made under a Rule 10b5-1 plan dated June 12, 2025, which indicates the trades were pre-authorized. The filing reports a small single-share sale at $26.98 and a larger sequence of sales totaling 17,634 shares at a weighted-average price of $24.7484, with prices in the stated range. Post-sale beneficial ownership is 182,371 shares, which is a clear, quantifiable change in the director's stake. From an analytics perspective, these are insider liquidity events, but no derivative or other complicating securities are reported.

Corporate Governance Expert

TL;DR: Insider used a documented 10b5-1 plan for sales; disclosure and signature by attorney-in-fact comply with Form 4 formalities.

The Form 4 explicitly states the trades were executed pursuant to a Rule 10b5-1 trading plan adopted on June 12, 2025, which provides the director an affirmative defense against allegations of trading on material nonpublic information if plan conditions are met. The filing includes required details: transaction dates, prices, share amounts, resulting beneficial ownership, and an attorney-in-fact signature dated 09/22/2025. No amendments or derivative transactions are reported. Based solely on the filing, governance and disclosure procedures appear followed.

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^*

Sandford Helene Gail

(Last) (First) (Middle)

C/O RIGETTI COMPUTING, INC.

775 HEINZ AVENUE

(Street)

BERKELEY CA 94710

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Rigetti Computing, Inc. [ RGTI ]

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)
09/19/2025

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
Common Stock	09/19/2025		S(1)		1	D	$26.98	200,005	D
Common Stock	09/19/2025		S(1)		17,634	D	$24.7484(2)	182,371	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

Explanation of Responses:

1. This transaction was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 12, 2025.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.74 to $25.205, 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 ranges set forth in this footnote.

	/s/ Jeffrey Bertelsen, Attorney-in-Fact	09/22/2025
	** 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

What did Rigetti director Helene Gail Sandford report on Form 4 (RGTI)?

The director reported sales on 09/19/2025 of 1 share at $26.98 and 17,634 shares at a weighted-average $24.7484, resulting in 182,371 shares beneficially owned.

Were the sales made under a 10b5-1 trading plan for RGTI?

Yes. The Form 4 states the transactions were made pursuant to a Rule 10b5-1 trading plan adopted on June 12, 2025.

What price range did the sales occur at according to the filing?

The filing reports that the multiple transactions occurred at prices ranging from $24.74 to $25.205; the weighted-average for the larger block was $24.7484.

Who signed the Form 4 for the reporting person?

The Form 4 was signed by Jeffrey Bertelsen, Attorney-in-Fact on 09/22/2025.

Did the filing report any derivative transactions or option exercises?

No. Table II (derivative securities) contains no reported transactions; only non-derivative common stock sales are disclosed.