Form 4: Rubrik Director Sells Shares Under 10b5-1 Plan

Rubrik Director John Wendell Thompson reported the sale of 9,009 Class A Common Stock shares through a pre-arranged 10b5-1 trading plan, following a conversion from Class B shares.

Summary

• John Wendell Thompson, a Director of Rubrik, Inc. (RBRK), reported transactions involving the company's equity securities.
• On December 1, 2025, Thompson's trust acquired 9,009 shares of Class A Common Stock at a price of $0, which corresponds to the conversion of Class B Common Stock.
• Concurrently, the John and Sandra Thompson Trust disposed of a total of 9,009 shares of Class A Common Stock in multiple transactions.
• The sales were executed at weighted average prices of $68.4 (4,223 shares), $69.02 (4,586 shares), and $69.83 (200 shares).
• These sales were conducted pursuant to a Rule 10b5-1 trading plan adopted on October 15, 2024.
• Following these transactions, the John and Sandra Thompson Trust beneficially owns 998 shares of Class A Common Stock indirectly and 845,338 shares of Class B Common Stock indirectly, in addition to 2,702 Class A shares and 24,999 Class B shares held directly by Thompson.

Sentiment

Score: 5

Explanation: The filing reports routine insider transactions under a pre-arranged 10b5-1 plan, which is generally considered neutral as it does not typically signal new information about the company's prospects.

Positives

• The acquisition of 9,009 Class A Common Stock shares at $0 is likely a conversion event, indicating the exercise of existing equity rights.

Negatives

• A total of 9,009 Class A Common Stock shares were sold by the reporting person's trust, reducing their indirect beneficial ownership of Class A shares.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future performance.

Industry Context

This Form 4 filing details routine insider transactions under a pre-arranged trading plan, which is a common practice for corporate executives and directors to manage their equity holdings in a compliant manner. Such transactions are generally not indicative of broader industry trends or competitive positioning.

Related Party Transactions

• The shares are held of record by the John and Sandra Thompson Trust, for which the Reporting Person serves as a co-trustee and shares voting and dispositive power with his spouse.

Stakeholder Impact

• Shareholders: The sale of shares by a director's trust, even under a 10b5-1 plan, slightly reduces insider ownership, which some investors may monitor. However, the pre-arranged nature typically mitigates concerns about immediate sentiment.

Key Dates

Keywords

Rubrik, RBRK, Form 4, Insider Trading, Stock Sale, Director, 10b5-1 Plan, Class A Common Stock, Class B Common Stock, Beneficial Ownership