Form 4 for RBRK Rubrik, Inc.
Accepted 2024-09-30 00:00:00 ET · period of report 2024-09-26 · accession 0001415889-24-024116 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2024-09-30 | 2024-09-26 | RBRK | McCarthy Brian K. | Chief Revenue Off | S - Sale | $31.32 | -104.7K | 512.5K | -17% | -$3.28M |
| D | 2024-09-30 | 2024-09-26 | RBRK | McCarthy Brian K. | Chief Revenue Off | C - Cnv Deriv | $0.00 | +125.0K | 567.2K | +28% | $0 |
| DM | 2024-09-30 | 2024-09-26 | RBRK | McCarthy Brian K. | Chief Revenue Off | M - OptEx | $0.00 | 0 | 112.5K | New | $0 |
| D | 2024-09-30 | 2024-09-26 | RBRK | McCarthy Brian K. | Chief Revenue Off | C - Cnv Deriv | — | -125.0K | 0 | -100% | — |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2024-09-26 | S | D | 21,527 | $31.59 | 462,545 | D | — | — | (F5) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $31.36 to $31.84 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote. |
| 2 | Common | Class A Common Stock | 2024-09-26 | S | D | 28,473 | $30.94 | 484,072 | D | — | — | (F4) The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $30.36 to $31.35 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote. |
| 3 | Common | Class A Common Stock | 2024-09-26 | S | D | 54,672 | $31.41 | 512,545 | D | — | — | (F2) This sale reported on this Form 4 was effected pursuant to the Issuer's policy requiring sell-to-cover to satisfy certain tax obligations of the Reporting Person incurred with the vesting and settlement of certain Restricted Stock Units (RSUs). |
| 4 | Common | Class A Common Stock | 2024-09-26 | C | A | 125,000 | $0.00 | 567,217 | D | — | — | (F1) Includes 337 additional shares of Class A Common Stock acquired under the Rubrik, Inc. 2024 Employee Stock Purchase Plan on September 20, 2024. This transaction is exempt from Rule 16b-3(c). Also includes shares of Class A Common Stock that were converted from Class B Common Stock in connection with the Issuer's initial public offering but inadvertently reported as Class B Common Stock in prior reports. |
| 5 | Derivative | Class B Common Stock | 2024-09-26 | M | A | 125,000 | — | 125,000 | D | — · — to — | 125,000 Class A Common Stock | (F9) Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock upon the sale or transfer of such share of Class B Common Stock, subject to certain exceptions, and in certain other circumstances described in the Issuer's amended and restated certificate of incorporation. Each share of Class B Common Stock will also be convertible at any time at the option of the Reporting Person into one share of Class A Common Stock. |
| 6 | Derivative | Class B Common Stock | 2024-09-26 | C | D | 125,000 | — | 0 | D | — · — to — | 125,000 Class A Common Stock | (F9) Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock upon the sale or transfer of such share of Class B Common Stock, subject to certain exceptions, and in certain other circumstances described in the Issuer's amended and restated certificate of incorporation. Each share of Class B Common Stock will also be convertible at any time at the option of the Reporting Person into one share of Class A Common Stock. |
| 7 | Derivative | Restricted Stock Units | 2024-09-26 | M | D | 12,500 | $0.00 | 37,500 | D | — · — to 2029-04-13 | 12,500 Class B Common Stock | (F6) Each RSU represents a contingent right to receive one share of Class B Common Stock. (F8) The shares of Class B Common Stock are to be acquired upon the vesting of an RSU award previously granted to the Reporting Person. The RSUs shall vest as follows: 1/16 of the shares subject to the RSU vested on June 15, 2022, and 1/16 of the shares subject to the RSU vest every quarter thereafter, and a liquidity event-based vesting condition which was satisfied upon the effectiveness of the registration statement on Form S-1 filed by the Issuer in connection with the Issuer's initial public offering, all subject to the Reporting Person continuing to have a Service Relationship (as defined in the Issuer's Amended and Restated 2014 Stock Option and Grant Plan). |
| 8 | Derivative | Restricted Stock Units | 2024-09-26 | M | D | 112,500 | $0.00 | 112,500 | D | — · — to 2028-03-30 | 112,500 Class B Common Stock | (F6) Each RSU represents a contingent right to receive one share of Class B Common Stock. (F7) The shares of Class B Common Stock are to be acquired upon the vesting of an RSU award previously granted to the Reporting Person. The RSUs shall vest as follows: 1/4 of the shares subject to the RSU vested on March 15, 2022, and 1/16 of the shares subject to the RSU vest every quarter thereafter, and a liquidity event-based vesting condition which was satisfied upon the effectiveness of the registration statement on Form S-1 filed by the Issuer in connection with the Issuer's initial public offering, all subject to the Reporting Person continuing to have a Service Relationship (as defined in the Issuer's Amended and Restated 2014 Stock Option and Grant Plan). |