Form 4: Rigetti CFO Sells Shares for Tax Obligations

Rigetti Computing's CFO, Jeffrey A. Bertelsen, sold 3,702 shares of common stock at $26.351 per share to cover tax withholding obligations related to RSU settlement.

Summary

• Jeffrey A. Bertelsen, Chief Financial Officer of Rigetti Computing, Inc. (RGTI), reported a sale of common stock.
• The transaction involved the disposition of 3,702 shares of common stock.
• The shares were sold at a price of $26.351 per share.
• Following this transaction, Mr. Bertelsen beneficially owns 179,879 shares of common stock.
• The sale was a non-discretionary "sell to cover" transaction to satisfy tax withholding obligations upon the settlement of Restricted Stock Units (RSUs).
• The transaction occurred on November 20, 2025, and was filed on November 21, 2025.
• The transaction was made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities of the issuer, intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Sentiment

Score: 5

Explanation: The transaction is a routine 'sell to cover' for tax purposes related to RSU vesting, which is a neutral event. It does not reflect a discretionary decision by the insider to sell based on company performance or outlook.

Positives

• The transaction was executed under a Rule 10b5-1(c) plan, indicating a pre-arranged, non-discretionary sale, which reduces concerns about opportunistic insider trading.
• The sale was specifically for tax withholding obligations related to RSU settlement, which is a routine and expected event for executive compensation and not indicative of a lack of confidence in the company.

Negatives

• A reduction in the CFO's direct beneficial ownership of common stock by 3,702 shares.

Future Outlook

NA

Industry Context

This is a routine insider transaction common across all industries when executives' restricted stock units vest, requiring sales to cover tax liabilities. It does not reflect specific industry trends in quantum computing or Rigetti Computing's competitive position.

Comparison to Industry Standards

• This type of "sell to cover" transaction is standard practice for executives across all industries, including technology and quantum computing, when Restricted Stock Units (RSUs) vest.
• It is a common mechanism to manage tax obligations arising from equity compensation and does not indicate a unique situation for Rigetti Computing or its peers.

Stakeholder Impact

• Shareholders: A minor reduction in the CFO's direct ownership, but the primary impact is neutral as it's a routine tax-related transaction and not a discretionary sale.

Key Dates

Recommendation

The transaction is a routine 'sell to cover' to satisfy tax obligations upon RSU vesting, which is a common and non-discretionary event for executives. It does not signal any change in the company's fundamentals or the insider's confidence, thus warranting a 'hold' recommendation based solely on this filing.

Keywords

Rigetti Computing, RGTI, Jeffrey A. Bertelsen, CFO, Form 4, Insider Transaction, Stock Sale, Restricted Stock Units, RSU, Tax Withholding, Sell to Cover, Executive Compensation, Quantum Computing