Form 4: C3.ai CEO Thomas Siebel Sells Over 589,000 Shares Under Pre-Planned Trading Program

C3.ai CEO and 10% owner Thomas Siebel sold a total of 589,468 shares of Class A Common Stock on July 18, 2025, through a pre-established Rule 10b5-1 trading plan.

Summary

• Thomas M. Siebel, Chief Executive Officer, Director, and 10% Owner of C3.ai, Inc. (AI), reported the sale of Class A Common Stock.
• On July 18, 2025, Siebel sold 575,874 shares at a weighted-average price of $28.56 per share, with prices ranging from $28.1539 to $29.1534.
• On the same date, an additional 13,594 shares were sold at a weighted-average price of $29.24 per share, with prices ranging from $29.1542 to $29.455.
• The total number of shares sold across these two transactions is 589,468.
• These transactions were executed pursuant to a Rule 10b5-1 trading plan established on September 20, 2024.
• Following these transactions, Siebel's indirect beneficial ownership includes 3,227,334 shares held by The Siebel Living Trust, 9,216 shares by First Virtual Holdings, LLC, 170,294 shares by Siebel Asset Management, L.P., 72,695 shares by Siebel Asset Management III, L.P., and 1,237,115 shares by The Siebel 2011 Irrevocable Children's Trust, totaling 4,716,654 indirect shares.

Sentiment

Score: 5

Explanation: The sentiment is neutral. While insider sales can sometimes be viewed negatively, the fact that these sales were conducted under a pre-established 10b5-1 plan mitigates concerns about opportunistic selling or a lack of confidence in the company's future. It represents a planned liquidity event for the executive.

Positives

• The sales were conducted under a pre-established Rule 10b5-1 trading plan, indicating a structured and pre-scheduled divestment rather than a reaction to immediate company performance or market conditions.

Negatives

• The transactions represent a reduction in the direct beneficial ownership of Class A Common Stock by a key executive and significant shareholder, which can sometimes be perceived negatively by investors as it reduces insider alignment.

Risks

• No specific risks were detailed in the filing beyond the general implications of insider share sales.

Future Outlook

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

Industry Context

This filing reports an insider transaction, which is a routine disclosure for public companies. It does not provide information directly related to broader industry trends or competitive dynamics within the AI software sector, beyond the fact that a key executive in an AI company is managing their personal stock holdings.

Related Party Transactions

• The reporting person's beneficial ownership includes shares held indirectly through various entities where he serves as trustee, chairman, or general partner, such as The Siebel Living Trust, First Virtual Holdings, LLC, Siebel Asset Management, L.P., Siebel Asset Management III, L.P., and The Siebel 2011 Irrevocable Children's Trust.

Stakeholder Impact

• Shareholders may observe a reduction in direct insider ownership, which could be interpreted as a slight negative, although the pre-planned nature of the sales under a 10b5-1 plan typically lessens this impact.

Key Dates

Recommendation

The filing details a pre-planned insider stock sale by the CEO. While a reduction in insider ownership is noted, the execution under a Rule 10b5-1 plan suggests a scheduled liquidity event rather than a reaction to new negative company developments. This single transaction, without additional financial or strategic context, does not provide sufficient grounds for a strong buy or sell recommendation, thus a 'hold' stance is appropriate as it does not fundamentally alter the investment thesis based solely on this filing.

Keywords

C3.ai, AI, Thomas Siebel, Insider Trading, Form 4, Stock Sale, 10b5-1 Plan, CEO, Director, 10% Owner, Share Sale