SCHEDULE: C3.ai Founder Siebel Trims Stake to 18.6%

Thomas M. Siebel and related entities reported a decrease in their beneficial ownership of C3.ai Class A Common Stock to 18.6% as of June 30, 2025.

Summary

• Thomas M. Siebel, founder of C3.ai, Inc., along with affiliated entities, reported a beneficial ownership of 29,193,195 shares of C3.ai Class A Common Stock as of June 30, 2025.
• This aggregate ownership represents 18.6% of the Issuer's outstanding Class A Common Stock.
• The filing indicates a decrease of approximately 1.6% in Mr. Siebel's beneficial ownership compared to the last reported statement filed on February 13, 2024.
• Mr. Siebel's beneficial ownership includes 3,072,820 shares of Class B Common Stock and 26,120,375 shares of Class A Common Stock.
• A significant portion of Mr. Siebel's beneficial ownership includes 20,185,246 shares of Class A Common Stock issuable upon exercise of stock options and 619,791 shares from vesting restricted stock units, both within 60 days of June 30, 2025.
• The Class B Common Stock is convertible into Class A Common Stock on a 1-for-1 basis, with Class B holders entitled to 50 votes per share compared to one vote per share for Class A.

Sentiment

Score: 4

Explanation: The sentiment is slightly negative due to the reported decrease in the founder's beneficial ownership, which can sometimes be interpreted as a lack of confidence, although the overall stake remains substantial.

Negatives

• Thomas M. Siebel's beneficial ownership of C3.ai Class A Common Stock decreased by approximately 1.6% compared to the previous filing on February 13, 2024.

Future Outlook

The filing does not provide forward-looking statements or guidance, focusing solely on beneficial ownership disclosure.

Industry Context

This filing is a routine disclosure of beneficial ownership by a significant insider and does not directly relate to broader industry trends or competitive dynamics, other than confirming the continued substantial stake of the company's founder in the AI software sector.

Related Party Transactions

• Thomas M. Siebel's beneficial ownership includes shares held through The Siebel Living Trust, Siebel Asset Management, L.P., Siebel Asset Management III, L.P., First Virtual Holdings, LLC, and The Siebel 2011 Irrevocable Children's Trust, all of which are entities where Mr. Siebel serves in a trustee, general partner, or chairman capacity.

Stakeholder Impact

• Shareholders: The decrease in founder ownership might influence investor sentiment and perception of insider commitment, potentially impacting share price.

Key Dates

Recommendation

While the decrease in founder ownership by 1.6% is noted, Thomas M. Siebel still retains a significant 18.6% stake, indicating continued substantial alignment with shareholder interests. This filing is a routine disclosure of ownership changes and does not provide new operational or financial performance data to warrant a strong buy or sell recommendation. Investors should hold and monitor future operational performance and strategic announcements.

Keywords

C3.ai, AI, Artificial Intelligence, Thomas Siebel, Beneficial Ownership, SEC Filing, Schedule 13G, Stock Ownership, Institutional Investor