Form 4 for CBRS Cerebras Systems Inc.
Accepted 2026-05-15 18:50:31 ET · period of report 2026-05-15 · accession 0001628280-26-035745 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DI | 2026-05-15 18:50 | 2026-05-15 | CBRS | Susan Lior | Dir, 10% | J - Other | — | -1.09M | 0 | -100% | — |
| DI | 2026-05-15 18:50 | 2026-05-15 | CBRS | Susan Lior | Dir, 10% | J - Other | — | +1.09M | 1.09M | New | — |
| DMI | 2026-05-15 18:50 | 2026-05-15 | CBRS | Susan Lior | Dir, 10% | C - Cnv Deriv | — | 0 | 13.47M | New | — |
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 | 2026-05-15 | J | D | 1,093,998 | — | 0 | I See footnotes | — | — | (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F2) Consists of (i) 486,175 shares of Class B common stock underlying Series C Preferred Stock, 309,678 shares of Class B common stock underlying Series D Preferred Stock, and 4,505 shares of Class B common stock underlying Series F Preferred Stock held by Eclipse Continuity Fund I, L.P. ("Eclipse Continuity Fund"); (ii) 6,548,466 shares of Class B common stock underlying Series E Preferred Stock held by Eclipse SPV II, L.P. ("Eclipse SPV II"); (iii) 599,880 shares of Class B common stock held by Eclipse SPV XIII, L.P. ("Eclipse SPV XIII"); and (iv) 494,118 shares of Class B common stock, 4,419,405 shares of Class B common stock underlying Series A Preferred Stock, 599,465 shares of Class B common stock underlying Series B Preferred Stock, and 4,505 shares of Class B common stock underlying Series F Preferred Stock held by Eclipse Ventures Fund I, L.P. ("Eclipse Fund," and together with Eclipse Continuity Fund, Eclipse SPV II, and Eclipse SPV XIII, "Eclipse Entities"). (F3) The Reporting Person is the sole managing member of the general partner of each of the Eclipse Entities and may be deemed to have voting, investment, and dispositive power with respect to the shares held by such entities. |
| 2 | Derivative | Class B Common Stock | 2026-05-15 | J | A | 1,093,998 | — | 1,093,998 | I See footnotes | — · — to — | 1,093,998 Class A Common Stock | (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F2) Consists of (i) 486,175 shares of Class B common stock underlying Series C Preferred Stock, 309,678 shares of Class B common stock underlying Series D Preferred Stock, and 4,505 shares of Class B common stock underlying Series F Preferred Stock held by Eclipse Continuity Fund I, L.P. ("Eclipse Continuity Fund"); (ii) 6,548,466 shares of Class B common stock underlying Series E Preferred Stock held by Eclipse SPV II, L.P. ("Eclipse SPV II"); (iii) 599,880 shares of Class B common stock held by Eclipse SPV XIII, L.P. ("Eclipse SPV XIII"); and (iv) 494,118 shares of Class B common stock, 4,419,405 shares of Class B common stock underlying Series A Preferred Stock, 599,465 shares of Class B common stock underlying Series B Preferred Stock, and 4,505 shares of Class B common stock underlying Series F Preferred Stock held by Eclipse Ventures Fund I, L.P. ("Eclipse Fund," and together with Eclipse Continuity Fund, Eclipse SPV II, and Eclipse SPV XIII, "Eclipse Entities"). (F3) The Reporting Person is the sole managing member of the general partner of each of the Eclipse Entities and may be deemed to have voting, investment, and dispositive power with respect to the shares held by such entities. |
| 3 | Derivative | Series A Preferred Stock | 2026-05-15 | C | D | 4,419,405 | — | 0 | I See footnotes | — · — to — | 4,419,405 Class B Common Stock | (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F2) Consists of (i) 486,175 shares of Class B common stock underlying Series C Preferred Stock, 309,678 shares of Class B common stock underlying Series D Preferred Stock, and 4,505 shares of Class B common stock underlying Series F Preferred Stock held by Eclipse Continuity Fund I, L.P. ("Eclipse Continuity Fund"); (ii) 6,548,466 shares of Class B common stock underlying Series E Preferred Stock held by Eclipse SPV II, L.P. ("Eclipse SPV II"); (iii) 599,880 shares of Class B common stock held by Eclipse SPV XIII, L.P. ("Eclipse SPV XIII"); and (iv) 494,118 shares of Class B common stock, 4,419,405 shares of Class B common stock underlying Series A Preferred Stock, 599,465 shares of Class B common stock underlying Series B Preferred Stock, and 4,505 shares of Class B common stock underlying Series F Preferred Stock held by Eclipse Ventures Fund I, L.P. ("Eclipse Fund," and together with Eclipse Continuity Fund, Eclipse SPV II, and Eclipse SPV XIII, "Eclipse Entities"). (F3) The Reporting Person is the sole managing member of the general partner of each of the Eclipse Entities and may be deemed to have voting, investment, and dispositive power with respect to the shares held by such entities. |
| 4 | Derivative | Series B Preferred Stock | 2026-05-15 | C | D | 599,465 | — | 0 | I See footnotes | — · — to — | 599,465 Class B Common Stock | (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F2) Consists of (i) 486,175 shares of Class B common stock underlying Series C Preferred Stock, 309,678 shares of Class B common stock underlying Series D Preferred Stock, and 4,505 shares of Class B common stock underlying Series F Preferred Stock held by Eclipse Continuity Fund I, L.P. ("Eclipse Continuity Fund"); (ii) 6,548,466 shares of Class B common stock underlying Series E Preferred Stock held by Eclipse SPV II, L.P. ("Eclipse SPV II"); (iii) 599,880 shares of Class B common stock held by Eclipse SPV XIII, L.P. ("Eclipse SPV XIII"); and (iv) 494,118 shares of Class B common stock, 4,419,405 shares of Class B common stock underlying Series A Preferred Stock, 599,465 shares of Class B common stock underlying Series B Preferred Stock, and 4,505 shares of Class B common stock underlying Series F Preferred Stock held by Eclipse Ventures Fund I, L.P. ("Eclipse Fund," and together with Eclipse Continuity Fund, Eclipse SPV II, and Eclipse SPV XIII, "Eclipse Entities"). (F3) The Reporting Person is the sole managing member of the general partner of each of the Eclipse Entities and may be deemed to have voting, investment, and dispositive power with respect to the shares held by such entities. |
| 5 | Derivative | Series C Preferred Stock | 2026-05-15 | C | D | 486,175 | — | 0 | I See footnotes | — · — to — | 486,175 Class B Common Stock | (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F2) Consists of (i) 486,175 shares of Class B common stock underlying Series C Preferred Stock, 309,678 shares of Class B common stock underlying Series D Preferred Stock, and 4,505 shares of Class B common stock underlying Series F Preferred Stock held by Eclipse Continuity Fund I, L.P. ("Eclipse Continuity Fund"); (ii) 6,548,466 shares of Class B common stock underlying Series E Preferred Stock held by Eclipse SPV II, L.P. ("Eclipse SPV II"); (iii) 599,880 shares of Class B common stock held by Eclipse SPV XIII, L.P. ("Eclipse SPV XIII"); and (iv) 494,118 shares of Class B common stock, 4,419,405 shares of Class B common stock underlying Series A Preferred Stock, 599,465 shares of Class B common stock underlying Series B Preferred Stock, and 4,505 shares of Class B common stock underlying Series F Preferred Stock held by Eclipse Ventures Fund I, L.P. ("Eclipse Fund," and together with Eclipse Continuity Fund, Eclipse SPV II, and Eclipse SPV XIII, "Eclipse Entities"). (F3) The Reporting Person is the sole managing member of the general partner of each of the Eclipse Entities and may be deemed to have voting, investment, and dispositive power with respect to the shares held by such entities. |
| 6 | Derivative | Series D Preferred Stock | 2026-05-15 | C | D | 309,678 | — | 0 | I See footnotes | — · — to — | 309,678 Class B Common Stock | (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F2) Consists of (i) 486,175 shares of Class B common stock underlying Series C Preferred Stock, 309,678 shares of Class B common stock underlying Series D Preferred Stock, and 4,505 shares of Class B common stock underlying Series F Preferred Stock held by Eclipse Continuity Fund I, L.P. ("Eclipse Continuity Fund"); (ii) 6,548,466 shares of Class B common stock underlying Series E Preferred Stock held by Eclipse SPV II, L.P. ("Eclipse SPV II"); (iii) 599,880 shares of Class B common stock held by Eclipse SPV XIII, L.P. ("Eclipse SPV XIII"); and (iv) 494,118 shares of Class B common stock, 4,419,405 shares of Class B common stock underlying Series A Preferred Stock, 599,465 shares of Class B common stock underlying Series B Preferred Stock, and 4,505 shares of Class B common stock underlying Series F Preferred Stock held by Eclipse Ventures Fund I, L.P. ("Eclipse Fund," and together with Eclipse Continuity Fund, Eclipse SPV II, and Eclipse SPV XIII, "Eclipse Entities"). (F3) The Reporting Person is the sole managing member of the general partner of each of the Eclipse Entities and may be deemed to have voting, investment, and dispositive power with respect to the shares held by such entities. |
| 7 | Derivative | Series E Preferred Stock | 2026-05-15 | C | D | 6,548,466 | — | 0 | I See footnotes | — · — to — | 6,548,466 Class B Common Stock | (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F2) Consists of (i) 486,175 shares of Class B common stock underlying Series C Preferred Stock, 309,678 shares of Class B common stock underlying Series D Preferred Stock, and 4,505 shares of Class B common stock underlying Series F Preferred Stock held by Eclipse Continuity Fund I, L.P. ("Eclipse Continuity Fund"); (ii) 6,548,466 shares of Class B common stock underlying Series E Preferred Stock held by Eclipse SPV II, L.P. ("Eclipse SPV II"); (iii) 599,880 shares of Class B common stock held by Eclipse SPV XIII, L.P. ("Eclipse SPV XIII"); and (iv) 494,118 shares of Class B common stock, 4,419,405 shares of Class B common stock underlying Series A Preferred Stock, 599,465 shares of Class B common stock underlying Series B Preferred Stock, and 4,505 shares of Class B common stock underlying Series F Preferred Stock held by Eclipse Ventures Fund I, L.P. ("Eclipse Fund," and together with Eclipse Continuity Fund, Eclipse SPV II, and Eclipse SPV XIII, "Eclipse Entities"). (F3) The Reporting Person is the sole managing member of the general partner of each of the Eclipse Entities and may be deemed to have voting, investment, and dispositive power with respect to the shares held by such entities. |
| 8 | Derivative | Series F Preferred Stock | 2026-05-15 | C | D | 9,010 | — | 0 | I See footnotes | — · — to — | 9,010 Class B Common Stock | (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F2) Consists of (i) 486,175 shares of Class B common stock underlying Series C Preferred Stock, 309,678 shares of Class B common stock underlying Series D Preferred Stock, and 4,505 shares of Class B common stock underlying Series F Preferred Stock held by Eclipse Continuity Fund I, L.P. ("Eclipse Continuity Fund"); (ii) 6,548,466 shares of Class B common stock underlying Series E Preferred Stock held by Eclipse SPV II, L.P. ("Eclipse SPV II"); (iii) 599,880 shares of Class B common stock held by Eclipse SPV XIII, L.P. ("Eclipse SPV XIII"); and (iv) 494,118 shares of Class B common stock, 4,419,405 shares of Class B common stock underlying Series A Preferred Stock, 599,465 shares of Class B common stock underlying Series B Preferred Stock, and 4,505 shares of Class B common stock underlying Series F Preferred Stock held by Eclipse Ventures Fund I, L.P. ("Eclipse Fund," and together with Eclipse Continuity Fund, Eclipse SPV II, and Eclipse SPV XIII, "Eclipse Entities"). (F3) The Reporting Person is the sole managing member of the general partner of each of the Eclipse Entities and may be deemed to have voting, investment, and dispositive power with respect to the shares held by such entities. |
| 9 | Derivative | Class B Common Stock | 2026-05-15 | C | A | 12,372,199 | — | 13,466,197 | I See footnotes | — · — to — | 12,372,199 Class A Common Stock | (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F1) Immediately prior to the closing of the Issuer's initial public offering, each share of Class A common stock was reclassified, and each share of the Issuer's redeemable convertible preferred stock automatically converted and was reclassified, into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. (F3) The Reporting Person is the sole managing member of the general partner of each of the Eclipse Entities and may be deemed to have voting, investment, and dispositive power with respect to the shares held by such entities. (F4) Following the transactions reported herein, consists of (i) 800,358 shares of Class B common stock held by Eclipse Continuity Fund, (ii) 6,548,466 shares of Class B common stock held by Eclipse SPV II, (iii) 599,880 shares of Class B common stock held by Eclipse SPV XIII, and (iv) 5,517,493 shares of Class B common stock held by Eclipse Fund. |