Form 4: Atlassian Co-Founder Sells Shares Under 10b5-1 Plan

Atlassian CEO and Co-Founder Michael Cannon-Brookes sold 7,665 shares of Class A Common Stock on November 26, 2025, as part of a pre-arranged Rule 10b5-1 trading plan.

Summary

• Michael Cannon-Brookes, who serves as CEO, Co-Founder, Director, and a 10% Owner of Atlassian Corp (TEAM), sold a total of 7,665 shares of Class A Common Stock.
• The transactions occurred on November 26, 2025.
• One block of 1,650 shares was sold at a weighted-average price of $148.7565 per share, with trades ranging from $148.60 to $149.00.
• A second block of 6,015 shares was sold at a weighted-average price of $148.1567 per share, with trades ranging from $147.60 to $148.59.
• These sales were executed pursuant to a Rule 10b5-1 trading plan that was adopted by Michael Cannon-Brookes on February 20, 2025.
• Following these transactions, Michael Cannon-Brookes indirectly beneficially owns 176,295 shares of Class A Common Stock, held by CBC Co Pty Limited as trustee for the Cannon-Brookes Head Trust.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While an insider sale can sometimes be viewed negatively, the execution under a pre-arranged Rule 10b5-1 plan mitigates concerns about opportunistic selling, indicating a routine financial planning event rather than a reaction to adverse company news.

Positives

• The sale was conducted under a pre-arranged Rule 10b5-1 trading plan, indicating a systematic approach to liquidity and personal financial planning rather than an immediate reaction to market conditions.
• The reporting person remains a significant indirect beneficial owner of 176,295 shares, demonstrating continued alignment with shareholder interests.

Negatives

• An insider sale, even under a 10b5-1 plan, can sometimes be perceived by some investors as a lack of confidence in the company's near-term stock price appreciation, although this is often a routine liquidity event.

Risks

• Potential for negative market perception if investors misinterpret the routine nature of a 10b5-1 plan sale as a signal of declining insider confidence.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Management Comments

• The transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on February 20, 2025.

Industry Context

Insider sales under Rule 10b5-1 plans are a common practice among executives and directors of publicly traded companies. These plans allow insiders to sell a predetermined number of shares at a predetermined time or price, providing an affirmative defense against insider trading allegations. Such sales are often for personal financial planning, diversification, or liquidity purposes and are generally viewed as routine when executed under a pre-established plan.

Comparison to Industry Standards

• The use of a Rule 10b5-1 trading plan aligns with best practices for corporate governance and insider trading compliance, similar to plans adopted by executives at companies like Microsoft, Apple, and Google for managing personal stock holdings.
• The disclosure of the transaction details, including weighted-average prices and price ranges, is standard for SEC Form 4 filings, ensuring transparency in insider trading activities.

Related Party Transactions

• The sale of Class A Common Stock by Michael Cannon-Brookes, a Director, 10% Owner, CEO, and Co-Founder, constitutes a related party transaction.

Stakeholder Impact

• Shareholders: May interpret the sale as a routine liquidity event by a significant insider, especially given the 10b5-1 plan. Some may view it with slight caution, but the pre-planned nature reduces negative implications.

Key Dates

Recommendation

The insider sale by Michael Cannon-Brookes, while notable, was conducted under a pre-arranged Rule 10b5-1 plan. This suggests a routine liquidity or diversification event rather than a signal of deteriorating company fundamentals or a lack of confidence. Given the planned nature and the reporting person's continued significant indirect ownership, this transaction alone does not warrant a change in investment thesis. Investors should 'hold' and continue to monitor broader company performance and market conditions.

Keywords

Atlassian, TEAM, Michael Cannon-Brookes, Insider Sale, Form 4, 10b5-1 Plan, Equity Transaction, Director, CEO, Co-Founder