T. Rowe Price Discloses 4,693,390 Rambus Shares; 4.4% Position

Rhea-AI Filing Summary

T. Rowe Price Associates, Inc. reports beneficial ownership of 4,693,390 shares of Rambus Inc. common stock, representing 4.4% of the class. The filing shows sole voting power over 4,653,104 shares and sole dispositive power over 4,693,390 shares, indicating T. Rowe Price controls both voting and disposition for the reported position. The statement is made on Schedule 13G with the filer classified as an investment adviser (IA) and includes a certification that the shares are held in the ordinary course of business and not for the purpose of changing or influencing control. Rambus' principal executive office is listed in San Jose, California.

Insights

Securities Analyst

TL;DR: T. Rowe Price holds a non-controlling, disclosed stake of 4.4% in Rambus, reported under Schedule 13G.

The report shows a 4,693,390-share position with sole voting power over 4,653,104 shares. Because the stake is below 5%, this filing signals a passive, reportable holding by an investment adviser rather than an activist or control intent. For investors, the disclosure improves transparency about a sizable institutional holder without indicating governance change or imminent corporate action.

Corporate Governance Expert

TL;DR: Ownership level and filer certification indicate passive investment, not a move to influence Rambus' control or governance.

The certification explicitly states the position is held in the ordinary course of business and not to influence control, aligning with Schedule 13G treatment. The combination of sole voting and dispositive power over nearly all reported shares means T. Rowe Price can exercise standard shareholder rights, but the sub-5% stake and the filing type support a neutral governance impact. No governance changes or group affiliations are reported.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/14/2025 - 01:07 PM Learn about SEC filing dates

FAQ

How many Rambus (RMBS) shares does T. Rowe Price own?

T. Rowe Price beneficially owns 4,693,390 shares of Rambus common stock as reported in this filing.

What percentage of Rambus does T. Rowe Price's holding represent?

The reported position represents 4.4% of Rambus' outstanding common stock.

Does T. Rowe Price have voting control over the shares?

Yes. The filing reports sole voting power for 4,653,104 shares and sole dispositive power for 4,693,390 shares.

Is this stake intended to influence control of Rambus?

No. The filer certifies the shares are held in the ordinary course of business and not for the purpose of changing or influencing control.

How is T. Rowe Price classified in the filing?

T. Rowe Price is classified as an Investment Adviser (IA) on Schedule 13G.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

RAMBUS INC

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

750917106

(CUSIP Number)

06/30/2025

(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)

SCHEDULE 13G

CUSIP No. 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 4,653,104.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 4,693,390.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

4,693,390.00

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)

4.4 %

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: 4693390
(b)	Percent of class: 4.4 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 4653104
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 4693390
	(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:	08/14/2025