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[Form 4] WEALTHFRONT CORP Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Wealthfront Corp director reported several equity transactions around the company’s initial public offering. On December 11, 2025, multiple restricted stock unit awards vested and were settled into 6,945, 27,778, 30,500 and 15,496 shares of Wealthfront common stock at an exercise price of $0 per share. After these settlements, the reporting person held 80,719 common shares directly.

On the same date, the reporting person sold 38,071 common shares and the Goldman-Valeriote Family Trust sold 5,373 common shares at $14 per share as part of the issuer’s secondary offering in conjunction with the IPO, leaving 42,648 shares held directly and none held indirectly for that sale line. Earlier, on July 17, 2025, the trust made a 25,000-share gift of Series C preferred stock for no consideration. In connection with completion of the IPO, 53,732 shares of Series C preferred held by the trust automatically converted into 53,732 common shares on December 15, 2025, resulting in 48,359 common shares held indirectly by the trust, for which the reporting person serves as trustee.

Positive

  • None.

Negative

  • None.
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*
GOLDMAN KENNETH A

(Last) (First) (Middle)
C/O WEALTHFRONT CORPORATION
261 HAMILTON AVENUE

(Street)
PALO ALTO CA 94301

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
WEALTHFRONT CORP [ WLTH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/17/2025
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 12/11/2025 M 6,945 A $0 6,945 D
Common Stock 12/11/2025 M 27,778 A $0 34,723 D
Common Stock 12/11/2025 M 30,500 A $0 65,223 D
Common Stock 12/11/2025 M 15,496 A $0 80,719 D
Common Stock 12/11/2025 S(1) 38,071 D $14 42,648 D
Common Stock 12/11/2025 S(1) 5,373 D $14 0 I By Goldman-Valeriote Family Trust(2)
Common Stock 12/15/2025 C 53,732 A (3) 48,359 I By Goldman-Valeriote Family Trust(2)
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
Series C Preferred Stock (3) 07/17/2025(4) G(5) 25,000 (3) (3) Common Stock 25,000 (3) 53,732 I By Goldman-Valeriote Family Trust(2)
Restricted Stock Units (6) 12/11/2025 M 6,945 (7) (8) Common Stock 6,945 $0 0 D
Restricted Stock Units (6) 12/11/2025 M 27,778 (9) (8) Common Stock 27,778 $0 0 D
Restricted Stock Units (6) 12/11/2025 M 30,500 (10) (8) Common Stock 30,500 $0 0 D
Restricted Stock Units (6) 12/11/2025 M 15,496 (11) (8) Common Stock 15,496 $0 0 D
Series C Preferred Stock (3) 12/15/2025 C 53,732 (3) (3) Common Stock 53,732 (3) 0 I By Goldman-Valeriote Family Trust(2)
Explanation of Responses:
1. The reported sale transaction represents the reporting person's participation in the Issuer's secondary offering, which occurred in conjunction with the IPO.
2. The reported securities are directly held by the Goldman-Valeriote Family Trust, for which the reporting person serves as trustee.
3. Pursuant to the Issuer's Restated Certificate of Incorporation, each share of Series C Convertible Preferred Stock ("Preferred Stock") may be converted, at the option of the holder, at any time. In connection with the completion of the Issuer's initial public offering ("IPO") of its Common Stock, each share of Preferred Stock automatically converted into shares of Common Stock at a ratio of 1-for-1. The securities have no expiration date.
4. The transaction occurred prior to the Issuer's registration of a class of equity securities under Section 12 of the Securities Exchange Act of 1934, as amended, in connection with the IPO, and the transaction is reported herein pursuant to Rule 16a-2(a).
5. The reported transaction represents a gift, for no consideration, which is exempt pursuant to Rule 16b-5.
6. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock upon settlement.
7. The award was granted subject to a performance-based vesting condition which was satisfied in connection with the IPO, as well as a service-based vesting schedule. The award vested as to 1/8 of the total award quarterly on the fifteenth calendar day of March, June, September, and December, subject to the reporting person's continued service to the Issuer on each vesting date, with the first tranche time-vested on March 15, 2023. The award was fully time-vested as of December 15, 2024, and the entire award was settled for shares of the Issuer's Common Stock in connection with the IPO.
8. These restricted stock units do not expire; they either vest or are cancelled prior to the vesting date.
9. The award was granted subject to a performance-based vesting condition which was satisfied in connection with the IPO and a service-based vesting requirement which was deemed satisfied as of the grant date, November 22, 2022. The entire award was settled for shares of the Issuer's Common Stock in connection with the IPO.
10. The award was granted subject to a performance-based vesting condition which was satisfied in connection with the IPO and a service-based vesting requirement which was deemed satisfied as of the grant date, January 25, 2023. The entire award was settled for shares of the Issuer's Common Stock in connection with the IPO.
11. The award was granted subject to a performance-based vesting condition which was satisfied in connection with the IPO and a service-based vesting requirement which was deemed satisfied as of the grant date, February 21, 2024. The entire award was settled for shares of the Issuer's Common Stock in connection with the IPO.
/s/ Lauren Lin, as Attorney-in-Fact 12/15/2025
** 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 transactions did the Wealthfront Corp (WLTH) director report?

The director reported vesting and settlement of several restricted stock unit awards into Wealthfront common stock, sales of common shares in a secondary offering at the time of the IPO, a gift of Series C preferred stock by a family trust, and the automatic conversion of Series C preferred stock into common stock in connection with the IPO.

How many Wealthfront (WLTH) restricted stock units converted to common stock and when?

On December 11, 2025, restricted stock units converted into 6,945, 27,778, 30,500 and 15,496 shares of Wealthfront common stock at an exercise price of $0 per share. Following these transactions, the reporting person held 80,719 common shares directly.

What stock sales related to the Wealthfront (WLTH) IPO were disclosed?

The filing reports that on December 11, 2025, the reporting person sold 38,071 Wealthfront common shares and the Goldman-Valeriote Family Trust sold 5,373 common shares at $14 per share. The explanation states these sales were part of the issuer’s secondary offering that occurred in conjunction with the IPO.

What happened to the Series C preferred stock held by the Goldman-Valeriote Family Trust?

On July 17, 2025, the trust made a gift of 25,000 shares of Series C preferred stock for no consideration. Under the issuer’s restated certificate of incorporation, each share of Series C preferred could be converted into common stock at the holder’s option, and in connection with completion of the IPO, 53,732 shares of Series C preferred held by the trust automatically converted into 53,732 shares of Wealthfront common stock.

How many Wealthfront (WLTH) shares does the family trust hold after these transactions?

After the automatic conversion of 53,732 Series C preferred shares into common stock on December 15, 2025, the Goldman-Valeriote Family Trust held 48,359 Wealthfront common shares indirectly for the reporting person.

What is the relationship between the reporting person and the Goldman-Valeriote Family Trust?

The filing states that the reported securities are directly held by the Goldman-Valeriote Family Trust and that the reporting person serves as trustee of this trust, which is why the holdings are reported as indirectly owned.

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