Form 4: Rigetti Director Sells Warrants via 10b5-1 Plan

Rigetti Computing Director Michael S. Clifton sold 100,000 warrants to buy common stock through a pre-arranged 10b5-1 trading plan.

Summary

• Michael S. Clifton, a Director of Rigetti Computing, Inc. (RGTI), reported a transaction involving derivative securities.
• He sold 100,000 warrants (right to buy) common stock on September 17, 2025.
• The warrants had a conversion or exercise price of $11.5 per share of common stock.
• The derivative securities (warrants) were sold at a price of $10 each.
• This transaction was executed pursuant to a Rule 10b5-1 trading plan adopted by Mr. Clifton on March 10, 2025.
• Following this transaction, Mr. Clifton beneficially owns 356,250 derivative securities directly.
• The warrants are fully vested and exercisable, with an expiration date of March 2, 2027.

Sentiment

Score: 5

Explanation: The sale of warrants by a director, while reducing insider ownership, was conducted under a pre-arranged 10b5-1 trading plan, which mitigates concerns about opportunistic selling based on non-public information. It is a routine disclosure for insider transactions.

Positives

• The transaction was conducted under a Rule 10b5-1 trading plan, which enhances corporate governance by demonstrating a pre-planned sale not based on immediate, non-public information.

Negatives

• The sale of 100,000 warrants by a director reduces insider ownership and direct exposure to the company's future stock price appreciation through these specific derivative instruments.

Future Outlook

NA

Industry Context

NA

Corporate Governance

Stakeholder Impact

• Shareholders: Reduction in a director's beneficial ownership of derivative securities, which could be perceived negatively, though mitigated by the 10b5-1 plan.

Key Dates

Recommendation

The filing reports a routine insider sale of warrants executed under a pre-arranged 10b5-1 trading plan. This type of transaction is generally not indicative of new material information about the company's prospects and therefore does not warrant a change in investment recommendation based solely on this disclosure. Investors should continue to evaluate Rigetti Computing based on its fundamental performance and strategic outlook.

Keywords

Rigetti Computing, RGTI, Form 4, Insider Trading, Director, Warrants, 10b5-1 Plan, Derivative Securities, Quantum Computing