Rambus (RMBS) CEO sells 39,914 shares in Rule 10b5-1 plan

Rhea-AI Filing Summary

Rambus Inc. President and CEO Luc Seraphin reported selling a total of 39,914 shares of common stock in open-market transactions on March 2, 2026, at weighted average prices ranging from about $95.59 to $102.17 per share. The sales were made under a pre-arranged Rule 10b5-1 trading plan adopted on November 11, 2025, and Seraphin continues to hold 331,070 shares directly after these transactions.

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

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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^*

Seraphin Luc

(Last) (First) (Middle)

C/O RAMBUS INC.

4453 NORTH FIRST STREET, SUITE 100

(Street)

SAN JOSE CA 95134

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
RAMBUS INC [ RMBS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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	03/02/2026		S(1)		1,679	D	$95.8312(2)	369,305	D
Common Stock	03/02/2026		S(1)		7,225	D	$97.3798(3)	362,080	D
Common Stock	03/02/2026		S(1)		13,654	D	$98.2182(4)	348,426	D
Common Stock	03/02/2026		S(1)		9,469	D	$99.1659(5)	338,957	D
Common Stock	03/02/2026		S(1)		6,587	D	$100.1979(6)	332,370	D
Common Stock	03/02/2026		S(1)		1,300	D	$101.6538(7)	331,070	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. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted on November 11, 2025.

2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $95.59 to $96.40, 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.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $96.64 to $97.64, 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.

4. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $97.68 to $98.64, 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.

5. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $98.69 to $99.635, 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.

6. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $99.875 to $100.85, 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.

7. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $101.28 to $102.17, 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.

	/s/ Brian Wu, by power of attorney	03/03/2026
	** 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).
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FAQ

What did Rambus (RMBS) CEO Luc Seraphin report in this Form 4?

Luc Seraphin reported selling 39,914 shares of Rambus common stock. The transactions occurred on March 2, 2026, through multiple open-market sales at weighted average prices between roughly $95.59 and $102.17 per share, and were executed under a pre-established Rule 10b5-1 trading plan.

How many Rambus (RMBS) shares did the CEO sell and at what prices?

The CEO sold 39,914 Rambus common shares in six separate transactions. Reported weighted average prices per tranche ranged from $95.8312 to $101.6538, with underlying trade ranges spanning approximately $95.59 to $102.17 per share, reflecting multiple executions within each reported price band.

Was the Rambus (RMBS) CEO’s stock sale part of a Rule 10b5-1 plan?

Yes. The filing states the sale was effected under a Rule 10b5-1 trading plan. That plan was adopted on November 11, 2025, allowing trades to occur automatically according to preset instructions, rather than based on day-to-day discretionary decisions by the reporting person.

How many Rambus (RMBS) shares does CEO Luc Seraphin still own after the sale?

After the reported sales, Luc Seraphin directly owns 331,070 Rambus common shares. This post-transaction figure appears in the ownership column of the Form 4 and reflects his remaining direct holdings following the completion of the March 2, 2026, open-market transactions.

What type of transactions did the Rambus (RMBS) CEO execute in this Form 4?

All reported transactions are open-market sales of common stock, coded as “S” in the filing. They are categorized as non-derivative securities, reflecting straightforward share sales rather than option exercises, conversions, or other derivative-based equity transactions typically seen in some insider reports.

How many separate trades are detailed in the Rambus (RMBS) Form 4 filing?

The filing lists six separate non-derivative transactions in Rambus common stock. Each line item specifies the number of shares sold, a weighted average sale price, and the resulting direct share balance after the transaction, providing a stepwise view of the CEO’s changing ownership on March 2, 2026.