[Form 4] RAMBUS INC Insider Trading Activity

Rhea-AI Filing Summary

Rambus Inc. executive reports small stock gift

A Rambus Inc. (RMBS) executive who serves as EVP and COO reported a bona fide gift of 300 shares of Rambus common stock on November 21, 2025. The transaction was reported on a Form 4 as a disposition coded "G" at a price of $0, indicating it was a gift rather than a sale. After this transaction, the executive beneficially owns 137,555 shares of Rambus common stock, held directly.

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

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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).

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^*

FAN XIANZHI SEAN

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, COO

3. Date of Earliest Transaction (Month/Day/Year)
11/21/2025

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	11/21/2025		G(1)		300	D	$0	137,555	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. No compensation was given to the Reporting Person in relation to their bona fide gift on November 21, 2025.

	/s/ Brian Wu, by power of attorney	11/21/2025
	** 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 insider transaction did Rambus Inc. (RMBS) report on this Form 4?

The Form 4 reports that a Rambus Inc. executive serving as EVP and COO made a bona fide gift of 300 shares of Rambus common stock on November 21, 2025.

Was the Rambus (RMBS) insider transaction a sale for value?

No. The transaction is coded as G for a gift, with a reported price of $0, meaning it was a bona fide gift and not a sale for cash consideration.

How many Rambus (RMBS) shares does the reporting person own after the gift?

Following the reported gift of 300 shares, the reporting person beneficially owns 137,555 shares of Rambus common stock, held directly.

What is the relationship of the reporting person to Rambus Inc. (RMBS)?

The reporting person is an officer of Rambus Inc., serving as EVP, COO, and is therefore required to report equity transactions in company stock.

Does this Rambus (RMBS) Form 4 involve any derivative securities?

No. The provided information shows activity only in common stock in Table I, with no derivative securities reported in Table II.

What explanation was given for the Rambus (RMBS) stock gift?

The explanation states that no compensation was given to the reporting person in relation to their bona fide gift on November 21, 2025.