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Rubrik, Inc.·4

Feb 3, 6:36 PM ET

THOMPSON JOHN WENDELL 4

Research Summary

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Updated

Rubrik (RBRK) Director John W. Thompson Sells 13,500 Shares

What Happened
John W. Thompson, a director of Rubrik, sold multiple blocks of Class A shares in open‑market transactions on February 2, 2026. The filing reports sales of 13,500 shares at weighted‑average prices between about $54.18 and $56.52, producing roughly $746,461 in proceeds. The same filing also shows the conversion/exercise of 11,000 derivative shares (no cash consideration reported) that were recorded and related derivative disposals were reported the same day.

This activity is primarily sales (routine liquidity), not a purchase. One of the open‑market sales was executed under a pre‑arranged Rule 10b5‑1 trading plan (adopted Oct 6, 2025), per the filing.

Key Details

  • Transaction date: February 2, 2026. Report filed Feb 3, 2026 (no late filing indicated).
  • Open‑market sales: total 13,500 shares sold for aggregate proceeds of about $746,461. Reported weighted‑average prices and ranges by lot: roughly $54.08–$56.52 per share (see filing footnotes for each block).
  • Derivative activity: 11,000 shares were converted/exercised (no cash consideration reported) and related derivative disposals were recorded the same day. The filing treats these as conversion/exercise events rather than cash purchases.
  • Ownership after transaction: not disclosed in the provided filing excerpt.
  • Notable footnotes:
    • F1: At least one sale was made under a 10b5‑1 plan (adopted Oct 6, 2025). 10b5‑1 plans allow scheduled trades made while not in possession of material nonpublic information.
    • F3: Some shares are held of record by the John and Sandra Thompson Trust (Thompson is co‑trustee).
    • F9: Certain securities referenced are fully vested.
    • F10: Class B shares automatically convert to Class A upon sale/transfer (or may be converted at holder option) — relevant to the conversion language in the filing.

Context: For retail investors, purchases by insiders are often considered a stronger bullish signal than routine sales, which can be driven by diversification or tax/liquidity needs. Here the filing shows substantial open‑market sales alongside conversion/exercise of derivative shares; one sale block was covered by a 10b5‑1 plan, indicating pre‑scheduled trading. The filing is factual and does not state the insider’s motivation.