Form 4: C3.ai Executive Chairman Siebel Reports Share Transactions

C3.ai Executive Chairman Thomas Siebel reported the vesting of RSUs, subsequent sale for tax obligations, and a gift of shares, alongside changes in indirect holdings.

Summary

• Thomas M. Siebel, Executive Chairman of C3.ai, Inc., reported transactions involving Class A Common Stock and Restricted Stock Units (RSUs).
• On November 1, 2025, 53,125 Restricted Stock Units (RSUs) vested and converted into Class A Common Stock.
• On November 3, 2025, 27,545 shares of Class A Common Stock were sold at a weighted-average price of $17.30 to satisfy tax withholding obligations related to the RSU vesting.
• On November 4, 2025, 25,580 shares of Class A Common Stock were gifted from direct beneficial ownership, resulting in 0 direct beneficial ownership of common stock.
• Concurrently on November 4, 2025, 25,580 shares were acquired into indirect beneficial ownership, specifically held by The Siebel Living Trust, increasing its holdings to 1,980,880 shares.
• Following these transactions, Mr. Siebel directly beneficially owns 106,250 Restricted Stock Units.
• Indirect beneficial ownership of Class A Common Stock totals 3,460,200 shares across various trusts and entities.

Sentiment

Score: 5

Explanation: The filing reports routine insider transactions, including RSU vesting, a sale for tax purposes, and a gift of shares. These are standard events and do not inherently indicate positive or negative sentiment regarding the company's performance or outlook.

Positives

• Executive Chairman Thomas Siebel continues to hold a substantial indirect stake in C3.ai, Inc., totaling 3,460,200 Class A Common Stock shares, demonstrating continued alignment with shareholder interests.
• The vesting of 53,125 Restricted Stock Units indicates the achievement of performance or time-based milestones for the Executive Chairman.

Negatives

• 27,545 shares of Class A Common Stock were sold at a weighted-average price of $17.30, which represents a reduction in the reporting person's direct common stock holdings.
• A gift of 25,580 shares of Class A Common Stock further reduced direct beneficial ownership to zero.

Risks

• NA

Future Outlook

NA

Industry Context

NA

Related Party Transactions

• Shares are held indirectly by 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, all of which the reporting person has a controlling or influential interest.

Stakeholder Impact

• Shareholders: The transactions are routine insider activities and do not directly impact the company's operational performance or financial health. The Executive Chairman's continued significant indirect ownership may be viewed as a positive signal of alignment with shareholder interests.
• Employees: No direct impact.

Next Steps

• Continued quarterly vesting of remaining 106,250 Restricted Stock Units, with 6.25% vesting each quarter, provided the reporting person continues to provide services.

Key Dates

Keywords

C3.ai, AI, Thomas Siebel, Form 4, insider trading, stock transactions, RSU vesting, share sale, executive chairman