Rambus (NASDAQ: RMBS) director sells 8,538 shares under 10b5-1 plan

Filing Impact

(High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Rambus Inc. director Meera Rao sold 8,538 shares of Common Stock in an open-market transaction. The shares were sold at an exact price of $118.08 per share pursuant to a Rule 10b5-1 trading plan adopted on November 14, 2025.

Following this planned sale, Rao continues to hold 22,946 Rambus shares directly, indicating she retains a sizable equity stake in the company despite reducing her position.

Insider Trade Summary 10b5-1

Net Seller: 8,538 shares ($1,008,167)

Net Sell 1 txn

Insider Rao Meera

Role Director

Sold 8,538 shs ($1.01M)

Type	Security	Shares	Price	Value
Sale	Common Stock	8,538	$118.08	$1.01M

Holdings After Transaction: Common Stock — 22,946 shares (Direct)

Footnotes (1)

The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted on November 14, 2025. All shares sold at an exact price of $118.08

Key Figures

Shares sold: 8,538 shares Sale price per share: $118.08 per share Shares held after sale: 22,946 shares +1 more

4 metrics

Shares sold 8,538 shares Open-market sale of Rambus Common Stock

Sale price per share $118.08 per share Exact price for all shares sold

Shares held after sale 22,946 shares Direct Rambus holdings following the transaction

Trading plan adoption date November 14, 2025 Rule 10b5-1 plan governing this sale

Key Terms

Rule 10b5-1 trading plan, open-market sale, Common Stock

3 terms

Rule 10b5-1 trading plan regulatory

"The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted on November 14, 2025."

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.

open-market sale financial

"transaction_action: open-market sale"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

Common Stock financial

"security_title: Common Stock"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Form 4 Insider Transactions: What Each Field Means →

04/15/2026 - 05:23 PM

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).

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^*

Rao Meera

(Last)

(First)

(Middle)

C/O RAMBUS INC.

4453 NORTH FIRST STREET, SUITE 100

(Street)

SAN JOSE

CALIFORNIA

95134

(City)

(State)

(Zip)

UNITED STATES

(Country)

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
	Officer (give title below)	Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/14/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/14/2026		S⁽¹⁾		8,538	D	$118.08⁽²⁾	22,946	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted on November 14, 2025.

2. All shares sold at an exact price of $118.08

	/s/ Brian Wu, by power of attorney	04/15/2026
	** 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).
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

FAQ

What insider transaction did Rambus (RMBS) director Meera Rao report?

Rambus (RMBS) director Meera Rao reported selling 8,538 shares of Common Stock. The transaction was an open-market sale executed at $118.08 per share, and it was carried out under a pre-established Rule 10b5-1 trading plan adopted in November 2025.

At what price were the Rambus (RMBS) shares sold in Meera Rao’s Form 4 filing?

All 8,538 Rambus (RMBS) shares were sold at an exact price of $118.08 per share. This uniform sale price reflects a single executed price level for the entire transaction, as noted in the filing footnotes accompanying the reported insider activity.

How many Rambus (RMBS) shares does Meera Rao hold after the reported sale?

After selling 8,538 shares, Meera Rao directly holds 22,946 Rambus (RMBS) shares. This post-transaction balance shows she continues to maintain a meaningful ownership position in the company despite the reduction disclosed in the recent Form 4 filing.

Was the Rambus (RMBS) insider sale made under a Rule 10b5-1 trading plan?

Yes, the Rambus (RMBS) insider sale was made under a Rule 10b5-1 trading plan. The filing states the plan was adopted on November 14, 2025, indicating the transaction was pre-scheduled rather than timed discretionarily by the reporting director.

What type of security did Meera Rao sell in the Rambus (RMBS) Form 4?

Meera Rao sold shares of Rambus (RMBS) Common Stock according to the Form 4. The transaction involved 8,538 non-derivative Common Stock shares, executed as an open-market sale, and did not include any options or other derivative securities in this filing.

Is Meera Rao’s Rambus (RMBS) insider transaction classified as a buy or sell?

Meera Rao’s Rambus (RMBS) insider transaction is classified as a sell. The Form 4 lists the transaction code as “S” for a sale in the open market, with 8,538 Common Stock shares disposed of at an exact price of $118.08 per share.