Form 4: Rubrik Directors Report Significant Beneficial Ownership Changes Through In-Kind Distributions and Stock Conversions

Rubrik, Inc. directors Barry Eggers and Peter Nieh reported substantial changes in their beneficial ownership of Class A and Class B Common Stock through in-kind distributions from Lightspeed Venture Partners entities and stock conversions.

Summary

• Barry Eggers and Peter Nieh, Directors and 10% Owners of Rubrik, Inc. (RBRK), reported changes in their beneficial ownership of Class A and Class B Common Stock on June 26, 2025.
• Transactions primarily involved in-kind distributions of Class A Common Stock from various Lightspeed Venture Partners entities (including Lightspeed Venture Partners IX, L.P., Lightspeed Venture Partners Select II, L.P., Lightspeed SPV I, LLC, Lightspeed SPV I-B, LLC, Lightspeed SPV I-C, LLC, LS SPV Management, LLC, and Lightspeed Management Company, L.L.C.) to their respective partners and managing members, including Eggers and Nieh, without consideration.
• Conversions of Class B Common Stock into Class A Common Stock also occurred, with each Class B share automatically converting into one Class A share upon sale or transfer, or at the holder's option.
• Following these transactions, Barry Eggers directly holds 59,182 shares of Class A Common Stock and indirectly holds approximately 7,859,789 additional Class A shares through various Lightspeed entities and personal investment vehicles.
• Peter Nieh directly holds 59,182 shares of Class A Common Stock and indirectly holds approximately 7,859,789 additional Class A shares through various Lightspeed entities and family investment funds.
• Collectively, through entities where they share voting and dispositive power, Eggers and Nieh beneficially own approximately 12,802,211 shares of Class B Common Stock, convertible into Class A Common Stock.
• This Form 4 is the second of two filings related to these events, necessitated by SEC filing system limitations on the number of reporting persons.

Sentiment

Score: 5

Explanation: The filing is a routine disclosure of changes in beneficial ownership due to in-kind distributions and stock conversions, which is a standard process for venture capital funds. It does not inherently convey positive or negative sentiment regarding the company's operational performance or future prospects.

Positives

• Transparency in reporting significant changes in beneficial ownership by key insiders.
• The transactions represent a standard process for venture capital funds distributing shares to their limited partners and general partners.

Future Outlook

NA

Industry Context

NA

Related Party Transactions

• In-kind distributions of Class A Common Stock from various Lightspeed Venture Partners entities to their respective partners and managing members, including Barry Eggers and Peter Nieh, without consideration.

Stakeholder Impact

• Shareholders: Provides clarity on the ownership structure and distribution of shares from venture capital funds to their principals, which could influence perceptions of future liquidity or control.

Key Dates

Keywords

Rubrik, RBRK, SEC Form 4, beneficial ownership, insider transactions, stock conversion, in-kind distribution, Lightspeed Venture Partners, corporate governance