Robinhood Ventures Fund I (RVI) sees 700k-share sale by major holder

Filing Impact

(Very High)

Filing Sentiment

(Very Negative)

Form Type

Rhea-AI Filing Summary

Robinhood Markets, Inc., a greater than 10% owner of Robinhood Ventures Fund I, reported an open-market sale of 700,000 Common Shares of Beneficial Interest at $30.92 per share. After this transaction, it directly held 13,376,136 common shares. A footnote explains that the reported holdings already reflect a stock split effective immediately before the completion of the initial public offering, in which each share outstanding as of March 5, 2026 was reclassified into 1.0239 shares of beneficial interest.

Insights

Large shareholder executes open-market sale but retains sizeable position.

Robinhood Markets, Inc. executed an open-market sale of 700,000 Common Shares of Beneficial Interest in Robinhood Ventures Fund I at $30.92 per share. The transaction is coded as an open-market or private sale, indicating an active disposition rather than a mechanistic tax or grant event.

Following the sale, Robinhood Markets directly holds 13,376,136 common shares, suggesting it remains a major shareholder despite the reduction. The filing does not show any derivative positions, so the visible exposure is entirely through common shares as of this report.

A footnote states that total shares held already incorporate a stock split effective immediately before the initial public offering, where each share outstanding as of March 5, 2026 became 1.0239 shares of beneficial interest. This means the reported post-transaction holdings are on the split-adjusted basis disclosed.

Insider Trade Summary

Net Seller: 700,000 shares ($21,644,000)

Net Sell 1 txn

Insider Robinhood Markets, Inc.

Role null

Sold 700,000 shs ($21.64M)

Type	Security	Shares	Price	Value
Sale	Common Shares of Beneficial Interest	700,000	$30.92	$21.64M

Holdings After Transaction: Common Shares of Beneficial Interest — 13,376,136 shares (Direct, null)

Footnotes (1)

[object Object]

Key Figures

Shares sold: 700,000 shares Sale price: $30.92 per share Shares held after transaction: 13,376,136 shares +2 more

5 metrics

Shares sold 700,000 shares Open-market sale of Common Shares of Beneficial Interest

Sale price $30.92 per share Price for the 700,000 shares sold

Shares held after transaction 13,376,136 shares Direct holdings of common shares following the sale

Stock split ratio 1.0239 shares per share Reclassification of each share outstanding as of March 5, 2026

Net buy/sell shares -700,000 shares Net selling activity in this Form 4

Key Terms

Common Shares of Beneficial Interest, open-market sale, stock split, initial public offering, +1 more

5 terms

Common Shares of Beneficial Interest financial

"security_title: "Common Shares of Beneficial Interest""

Common Shares of Beneficial Interest are units that represent ownership in a company or organization, like owning a piece of a pie. They give investors voting rights and a chance to share in profits, making them important for those looking to invest and have a say in how the organization is run.

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.

stock split financial

"Total shares held reflects the stock split that was effective"

A stock split increases the number of a company's shares by dividing each existing share into multiple new shares while reducing the price per share by the same proportion, so an investor's total value and ownership percentage stay the same. It matters because lower per-share prices can make trading easier and attract more buyers, similar to breaking a large chocolate bar into smaller pieces to make it easier to share, which can boost liquidity and market interest.

initial public offering financial

"effective immediately before the completion of the initial public offering"

An initial public offering (IPO) is when a private company first sells its shares to the public and becomes a stock-listed company. It matters because it allows the company to raise money from a wide range of investors, helping it grow, while giving early shareholders a way to sell some of their ownership.

beneficial interest financial

"being classified into 1.0239 shares of beneficial interest"

Beneficial interest is the right to receive the economic benefits of an asset—such as dividends, interest, or sale proceeds—without necessarily holding legal title to it. For investors this matters because it determines who actually gains from an investment or trust, much like renting an apartment where the tenant enjoys living there and paying bills while the landlord holds the deed; understanding who has the beneficial interest affects income rights, voting influence, and risk exposure.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/29/2026 - 05:34 PM Accepted by SEC EDGAR 06/29/2026 - 05:33 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^*

Robinhood Markets, Inc.

(Last)

(First)

(Middle)

85 WILLOW ROAD

(Street)

MENLO PARK

CALIFORNIA

94025

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Robinhood Ventures Fund I [ RVI ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/25/2026

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 Shares of Beneficial Interest	06/25/2026		S		700,000	D	$30.92	13,376,136⁽¹⁾	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. Total shares held reflects the stock split that was effective immediately before the completion of the initial public offering, which resulted in each share outstanding as of March 5, 2026 being classified into 1.0239 shares of beneficial interest.

Remarks:

	Robinhood Markets, Inc., By: /s/ Manan Shah, Name: Manan Shah, Title: Treasurer	06/29/2026
	** 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 Robinhood Markets report in RVI?

Robinhood Markets, Inc. reported selling 700,000 Common Shares of Beneficial Interest in Robinhood Ventures Fund I in an open-market transaction at $30.92 per share. After this sale, it directly held 13,376,136 common shares, remaining a significant shareholder.

At what price did Robinhood Markets sell RVI shares in this Form 4?

The shares were sold at an average price of $30.92 per Common Share of Beneficial Interest. This price applies to the 700,000 shares disposed of in the reported open-market or private sale transaction on the stated transaction date.

How many Robinhood Ventures Fund I shares does Robinhood Markets hold after the sale?

After the reported transaction, Robinhood Markets, Inc. directly holds 13,376,136 Common Shares of Beneficial Interest. This figure represents its post-sale position and is already adjusted for the stock split described in the accompanying footnote.

What does the stock split footnote in the RVI Form 4 explain?

The footnote explains that total shares held reflect a stock split effective immediately before completion of the initial public offering. Each share outstanding as of March 5, 2026 was reclassified into 1.0239 shares of beneficial interest, adjusting the reported holdings.

Does the RVI Form 4 show any derivative positions for Robinhood Markets?

The filing’s derivative summary is empty, indicating no derivative securities, such as options or warrants, are reported in this Form 4. The visible ownership consists solely of Common Shares of Beneficial Interest after the disclosed open-market sale.