Form 4: Salesforce CEO Benioff Sells Shares Under 10b5-1 Plan
Insider Transaction Report
Salesforce Chair and CEO Marc Benioff exercised stock options and subsequently sold common stock totaling millions of dollars, all under a pre-arranged Rule 10b5-1 trading plan.
Summary
- Marc Benioff, Chair and CEO of Salesforce, Inc. (CRM), engaged in transactions involving the company's common stock on August 28, 2025.
- He acquired 2,250 shares of common stock by exercising non-qualified stock options at an exercise price of $161.50 per share.
- Following the option exercise, Benioff sold a total of 2,250 shares of common stock in multiple transactions.
- The sales occurred at weighted average prices ranging from $251.2845 to $255.2865 per share.
- All reported transactions were executed automatically pursuant to a Rule 10b5-1 trading plan adopted on January 9, 2025.
- After these transactions, Benioff's direct beneficial ownership of common stock is 11,911,571 shares.
- He also indirectly beneficially owns 107,000 shares via a Trust and 10,000,000 shares via the Marc Benioff Fund LLC.
- His remaining non-qualified stock options total 101,372 shares.
Sentiment
Score: 6
Explanation: The sentiment is neutral to slightly positive. The transactions are routine under a pre-arranged 10b5-1 plan, indicating systematic financial planning rather than a reaction to new information. The exercise of options is a positive for the insider, while the sale is a realization of value.
Positives
- The exercise of stock options by the CEO indicates a realization of value from previously granted equity compensation.
- The transactions were conducted under a pre-arranged Rule 10b5-1 trading plan, which suggests a systematic approach to managing personal holdings rather than a reaction to new, non-public information.
Negatives
- The sale of common stock by a high-ranking insider, even under a 10b5-1 plan, could be perceived by some investors as a reduction in direct exposure to the company's future stock performance.
Future Outlook
NA
Industry Context
NA
Stakeholder Impact
- Shareholders: The sale of shares by the CEO, even under a 10b5-1 plan, could be interpreted by some as a slight reduction in insider alignment, though the pre-planned nature mitigates this.
Key Dates
| Date | Description |
|---|---|
| 03/22/2020 | Option vesting commencement date (25% on this date, balance monthly over 36 months). |
| 01/09/2025 | Date Rule 10b5-1 trading plan was adopted by Marc Benioff. |
| 08/28/2025 | Date of stock option exercise and subsequent common stock sales. |
| 08/29/2025 | Date the Form 4 was signed by Andrew Leeds, Attorney-in-Fact. |
| 03/22/2026 | Expiration date of the non-qualified stock option. |
Keywords
Salesforce, CRM, Marc Benioff, insider trading, stock options, 10b5-1 plan, executive compensation, share sale
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