Cerebras (CBRS) Benchmark Capital Management Converts 2.4M Derivative Shares

What Happened

• Benchmark Capital Management Co. VIII, L.L.C. (a 10% owner via affiliated funds) reported conversions and transfers related to 2,402,352 shares of Cerebras (CBRS) on August 17, 2026. The transactions show conversion of a derivative security into common shares and an immediate in‑kind disposition — all at $0 (no cash exchanged).
• Footnotes indicate the conversion was made in accordance with the security’s terms (F1) and the shares were distributed pro‑rata, in‑kind to fund partners (F3). This filing reflects institutional reallocation, not a cash purchase or sale on the open market.

Key Details

• Transaction date: 2026-08-17; Filing date: 2026-08-19 (timely).
• Reported amounts: 2,402,352 shares converted (C) and 2,402,352 shares disposed/transferred (J/C) — all at $0 per share; total consideration $0.
• Shares owned after transaction: Not specified in the provided excerpt — see the full Form 4 for total holdings.
• Notable footnotes: F2 describes nominee/fund structure and voting/dispositive power; F3 states the movement was a pro‑rata, in‑kind distribution under a Rule 10b5‑1 plan; F4 describes conversion mechanics for Class B → Class A shares; the filing is one of two related reports by Benchmark affiliates.

Context

• This is institutional reallocative activity (fund-level conversion and distribution) rather than an individual insider buying or selling for personal account. Because there was no cash consideration, the transactions do not reflect a straightforward market purchase or sale. Retail investors should view this as fund/organizational housekeeping rather than a direct insider sentiment signal.