Form 4: C3.ai Executive Chairman Siebel's Latest Stock Transactions

C3.ai Executive Chairman Thomas M. Siebel reported recent transactions including RSU vesting, a tax-related stock sale, and a gift of shares.

Summary

• Thomas M. Siebel, Executive Chairman, Director, and 10% Owner of C3.ai, Inc., reported several transactions involving Class A Common Stock.
• On February 1, 2026, 53,125 Restricted Stock Units (RSUs) vested, resulting in the acquisition of 53,125 shares of Class A Common Stock.
• On February 2, 2026, 27,605 shares of Class A Common Stock were sold at a weighted-average price of $10.81 to satisfy tax withholding obligations related to the RSU vesting.
• On February 3, 2026, 25,520 shares of Class A Common Stock were disposed of directly as a gift. Concurrently, 25,520 shares were acquired indirectly as a gift into The Siebel Living Trust, indicating a transfer of ownership form rather than a net change in total beneficial ownership.
• Following these transactions, Siebel directly owns 722,362 shares and indirectly owns 2,196,846 shares through various trusts and entities.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing. It reports routine insider transactions (RSU vesting, tax-related sale, and a gift) and does not indicate any significant positive or negative operational developments for C3.ai.

Positives

• RSU vesting indicates continued compensation for the Executive Chairman, aligning his interests with the company's performance.

Negatives

• A significant number of shares (27,605) were sold at a weighted-average price of $10.81 to cover tax obligations, which is a common practice but reduces direct ownership.
• The direct disposition of 25,520 shares as a gift reduces direct beneficial ownership, although these shares were concurrently acquired indirectly by a trust associated with the reporting person.

Future Outlook

This Form 4 filing does not contain forward-looking statements or guidance regarding the company's future performance or strategic direction, as it is solely a report of insider transactions.

Management Comments

• The price reported is a weighted-average price. These shares were sold in multiple transactions at prices ranging from $10.64 to $11.02, inclusive. The Reporting Person will provide upon request to the staff of the Securities and Exchange Commission, the Issuer or any security holder of the Issuer, full information regarding the number of shares sold at each separate price.

Industry Context

StockSavvy.ai notes that insider transaction filings like Form 4 are routine disclosures required by the SEC. While they provide transparency into executive stock movements, they typically do not offer direct insights into broader industry trends or competitive positioning. The sale for tax purposes is a common occurrence following RSU vesting across various industries.

Comparison to Industry Standards

• This filing is a standard insider transaction report. There are no specific company or project results to compare against global benchmarks or specific competitors. The tax-related sale of shares following RSU vesting is a common practice for executives across publicly traded companies, aligning with typical compensation and tax planning strategies.

Corporate Governance

Related Party Transactions

• Shares are held by The Siebel Living Trust u/a/d 7/27/93, as amended, of which the Reporting Person is trustee.
• Shares are held by First Virtual Holdings, LLC, of which the Reporting Person is Chairman.
• Shares are held by Siebel Asset Management, L.P., of which the Reporting Person is the general partner.
• Shares are held by Siebel Asset Management III, L.P., of which the Reporting Person is the general partner.

Stakeholder Impact

• Shareholders: Provides transparency into the stock holdings and transactions of a key executive and significant owner, which can influence investor sentiment.
• Employees: RSU vesting is a common form of executive compensation, aligning executive interests with company performance.

Next Steps

• Quarterly vesting of RSU awards will continue, with 6.25% of the award vesting each quarter, provided the Reporting Person continues to provide services.

Key Dates

Recommendation

This Form 4 details routine insider transactions, including RSU vesting, a tax-related sale, and a gift. Such transactions are common for executives and do not inherently signal a change in the company's fundamental outlook or the executive's long-term commitment. Therefore, a 'hold' recommendation is appropriate as this filing provides no new information to alter an existing investment thesis.

Keywords

C3.ai, AI, Thomas M. Siebel, Form 4, Insider Trading, Stock Transactions, RSU Vesting, Share Sale, Gift of Shares, Beneficial Ownership