Form 4: Atlassian CEO Michael Cannon-Brookes Sells Shares Under 10b5-1 Trading Plan

Atlassian CEO Michael Cannon-Brookes executed multiple sales of Class A Common Stock on October 24, 2024, under a pre-arranged Rule 10b5-1 trading plan.

Summary

• Michael Cannon-Brookes, CEO and Co-Founder of Atlassian, reported the sale of Class A Common Stock on October 24, 2024.
• The sales were executed under a Rule 10b5-1 trading plan adopted on February 8, 2024.
• The transactions involved multiple trades at varying prices, with weighted-average prices reported for each set of trades.
• A total of 7,948 shares were sold across four transactions.
• The shares are indirectly held by CBC Co Pty Limited as trustee for the Cannon-Brookes Head Trust.
• Following the reported transactions, Cannon-Brookes indirectly owns 365,608 to 368,908 shares of Class A Common Stock through the trust.

Sentiment

Score: 5

Explanation: The sentiment is neutral as the filing simply reports stock sales under a pre-existing trading plan, which is a routine activity.

Industry Context

Sales by insiders are a common occurrence, especially when executed under pre-arranged trading plans like Rule 10b5-1. These plans allow insiders to sell shares at predetermined times and prices, avoiding accusations of trading on non-public information. The market typically views these sales based on the context of the company's performance and the size of the transaction relative to the insider's holdings.

Comparison to Industry Standards

• Comparing Cannon-Brookes' transactions to other tech CEOs' stock sales, the volume and frequency are within a normal range for executives utilizing 10b5-1 plans.
• For example, executives at companies like Microsoft and Alphabet routinely sell shares under similar plans for personal financial management.
• The reported prices are consistent with Atlassian's recent trading range, indicating the sales did not significantly disrupt the market.

Stakeholder Impact

• The stock sales could have a minor impact on shareholders if they interpret the sales negatively, although the existence of a 10b5-1 plan mitigates this concern.
• Employees may be indirectly affected by any perceived change in executive confidence, but this is unlikely given the structured nature of the sales.

Key Dates