Form 4: C3.ai Executive Chairman Reports Stock Transactions

C3.ai Executive Chairman Thomas M. Siebel reported the vesting and subsequent sale of shares for tax obligations, along with gift transfers, as detailed in a recent Form 4 filing.

Summary

• Thomas M. Siebel, Executive Chairman, Director, and 10% Owner of C3.ai, Inc., reported several transactions involving Class A Common Stock and Restricted Stock Units (RSUs).
• On December 1, 2025, 32,736 Restricted Stock Units (RSUs) vested and converted into Class A Common Stock.
• On December 2, 2025, 17,000 shares of Class A Common Stock were sold at a weighted-average price of $14.21 per share to satisfy tax withholding obligations related to the RSU vesting.
• On December 3, 2025, 15,736 shares of Class A Common Stock were disposed of via gift at a price of $0.
• Also on December 3, 2025, 15,736 shares of Class A Common Stock were acquired via gift at a price of $0, with these shares held indirectly by The Siebel Living Trust.
• Following these transactions, Siebel directly owns 0 Class A Common Stock and 130,946 derivative securities (RSUs).
• Indirect beneficial ownership includes 1,452,910 shares via The Siebel Living Trust, 9,216 shares via First Virtual Holdings, LLC, 170,294 shares via Siebel Asset Management, L.P., 72,695 shares via Siebel Asset Management III, L.P., and 1,237,115 shares via The Siebel 2011 Irrevocable Children's Trust.

Sentiment

Score: 5

Explanation: The filing reports routine insider transactions, including RSU vesting, a tax-related sale, and gift transfers. These are standard activities for executives and do not inherently indicate positive or negative sentiment regarding the company's performance or prospects.

Positives

• The vesting of 32,736 RSUs indicates continued service and alignment of the executive's interests with shareholder value.

Negatives

• The sale of 17,000 shares, even for tax purposes, reduces the reporting person's direct ownership.
• Gift transfers reduce direct beneficial ownership, though they may shift ownership to related entities controlled by the reporting person.

Future Outlook

This Form 4 filing does not contain forward-looking statements or guidance regarding the company's future performance or outlook.

Industry Context

This filing is a routine insider transaction report and does not provide information directly related to broader industry trends or competitive landscape. It reflects an executive's personal stock activity within the AI software sector.

Related Party Transactions

• The gift transactions on December 3, 2025, involve transfers of Class A Common Stock at $0, which are inherently related party dealings.
• Indirect beneficial ownership is held through various trusts and entities (e.g., The Siebel Living Trust, First Virtual Holdings, LLC, Siebel Asset Management, L.P., Siebel Asset Management III, L.P., The Siebel 2011 Irrevocable Children's Trust) where the reporting person serves as trustee, chairman, or general partner, indicating related party relationships.

Stakeholder Impact

• Shareholders: The transactions are routine for an executive and are unlikely to have a significant impact on the broader shareholder base. The sale for tax purposes is a common occurrence.
• Employees: No direct impact on employees is indicated by this filing.

Key Dates

Keywords

C3.ai, AI, Thomas M. Siebel, Insider Trading, Form 4, Restricted Stock Units, RSU Vesting, Stock Sale, Gift Transfer, Executive Chairman, Beneficial Ownership