T. Rowe Price (RMBS) discloses 3.1% ownership, 3.38M shares

Rhea-AI Filing Summary

T. Rowe Price Associates, Inc. filed an amendment to its Schedule 13G reporting beneficial ownership of 3,376,064 shares of Rambus Inc. common stock, representing 3.1% of the class. The filing shows sole voting power over 3,355,650 shares and sole dispositive power over 3,376,064 shares. The amendment is signed by Ellen York, Vice President, dated 05/15/2026. The filing reiterates that the filer denies beneficial ownership for purposes of the statement required by Item 5.

Insights

Institutional Ownership Analyst

Institution reports a 3.1% position in Rambus (RMBS), with sole voting control on nearly all shares.

The filing amends a Schedule 13G and discloses 3,376,064 shares (3.1%) beneficially owned, with sole voting power of 3,355,650. This identifies the holder as a significant passive institutional holder under beneficial ownership thresholds.

Ownership percentages and voting/dispositive counts are exact from the statement; cash‑flow treatment and any trading intent are not included in the excerpt.

Compliance & Reporting Specialist

Amendment clarifies position and preserves the filer’s denial of beneficial ownership.

The statement includes the Item 5 disclaimer expressly denying beneficial ownership and is signed by an authorized officer. The filing follows Schedule 13G/A conventions for passive investors but includes a formal denial clause unique to this submission.

Regulatory implications are procedural; no acquisition or disposition details are provided in the excerpt.

Key Figures

Beneficially owned shares: 3,376,064 shares Percent of class: 3.1% Sole voting power: 3,355,650 shares +3 more

6 metrics

Beneficially owned shares 3,376,064 shares Amount beneficially owned reported in Item 4

Percent of class 3.1% Percent of common stock class reported in Item 4

Sole voting power 3,355,650 shares Sole power to vote reported in Item 4(i)

Sole dispositive power 3,376,064 shares Sole power to dispose reported in Item 4(iii)

CUSIP 750917106 Rambus Inc. common stock CUSIP shown on cover

Signature date 05/15/2026 Date of signature by Ellen York, Vice President

Key Terms

Schedule 13G/A, beneficially owned, sole dispositive power

3 terms

Schedule 13G/A regulatory

"Amendment to Schedule 13G/A reporting beneficial ownership"

A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.

beneficially owned regulatory

"Amount beneficially owned: 3376064"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

sole dispositive power regulatory

"Sole power to dispose or to direct the disposition of: 3376064"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

RAMBUS INC

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

750917106

(CUSIP Number)

03/31/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP Number(s): 750917106

1

Names of Reporting Persons

T. Rowe Price Associates, Inc.

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

MARYLAND

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 3,355,650.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 3,376,064.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,376,064.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

3.1 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: RAMBUS INC
(b)	Address of issuer's principal executive offices: 4453 NORTH FIRST STREET, SUITE 100, SAN JOSE, CA, 95134
Item 2.
(a)	Name of person filing: T. Rowe Price Associates, Inc.
(b)	Address or principal business office or, if none, residence: 1307 Point Street, Baltimore, MD 21231
(c)	Citizenship: Maryland
(d)	Title of class of securities: COMMON STOCK
(e)	CUSIP No.: 750917106
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 3376064
(b)	Percent of class: 3.1 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 3355650
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 3376064
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. T. Rowe Price Associates, Inc. hereby declares and affirms that the filing of Schedule 13G shall not be construed as an admission that Price Associates is the beneficial owner of the securities referred to, which beneficial ownership is expressly denied.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

T. Rowe Price Associates, Inc.

Signature:	Ellen York
Name/Title:	Vice President
Date:	05/15/2026

FAQ

What does T. Rowe Price report for RMBS ownership?

T. Rowe Price reports 3,376,064 shares of Rambus Inc. common stock, equal to 3.1% of the class. The filing specifies sole voting power for 3,355,650 shares and sole dispositive power for 3,376,064 shares.

Does the filing say T. Rowe Price is the beneficial owner of RMBS shares?

The filing includes an explicit statement in Item 5 where T. Rowe Price denies beneficial ownership of the securities referenced. The denial is part of the amendment and signed by an authorized officer on 05/15/2026.

Who signed the Schedule 13G/A amendment for RMBS?

The Schedule 13G/A amendment is signed by Ellen York, listed as Vice President. The signature block in the excerpt shows the filing date as 05/15/2026 and identifies the filer as T. Rowe Price Associates, Inc..

What voting and dispositive powers does T. Rowe Price report for RMBS?

T. Rowe Price reports sole voting power over 3,355,650 shares and sole dispositive power over 3,376,064 shares of Rambus common stock, as stated in Item 4 of the amendment.