THOMPSON JOHN WENDELL 4
4 · Rubrik, Inc. · Filed Jun 3, 2026
Research Summary
AI-generated summary of this filing
Rubrik (RBRK) Director John W. Thompson Sells Shares
What Happened
John W. Thompson, a director of Rubrik, sold a total of 13,500 shares in multiple open‑market transactions on June 1, 2026, generating roughly $1.14 million in proceeds. The filing also shows conversion/exercise entries for 11,000 derivative shares (no cash exercise price reported) and a grant of 3,709 restricted stock units (RSUs) on June 3, 2026 (see footnote F13 for vesting terms).
Key Details
- Primary sales: 13,500 shares sold on 2026-06-01 for aggregate proceeds ≈ $1,141,289. Per‑trade prices ranged roughly from $79.77 to $86.07. Several sales show weighted‑average prices with specific ranges noted in the filing (see F3–F12, F7–F9).
- Derivatives/Conversions: Filing includes entries for exercise/conversion of 11,000 derivative shares (codes M and C). These are reported with $0 or N/A exercise price in the Form 4 (see filing for exact mechanics).
- Grant: 3,709 RSUs were granted on 2026-06-03; they vest in four equal quarterly installments (Sept 15, 2026; Dec 15, 2026; Mar 15, 2027; Jun 15, 2027) per footnote F13.
- 10b5‑1 plan: At least some sales were made pursuant to a Rule 10b5‑1 trading plan adopted Oct 6, 2025 (footnote F1).
- Record ownership / Trust: Some shares are held of record by the John and Sandra Thompson Trust (footnote F2); Class B shares have conversion provisions (footnote F15).
- Filing timeliness: Form 4 was filed on 2026-06-03 for transactions dated 2026-06-01 — within the standard Form 4 reporting window (timely).
Context
- Sales executed under a 10b5‑1 plan are typically pre‑scheduled and are considered routine compliance trades rather than a direct, immediate signal of the insider’s view.
- The filing’s derivative entries (exercise/conversion) and zero/N/A prices suggest non‑cash conversions (e.g., vested awards or conversion of units) — consult the full Form 4 for legal/technical details.
- RSU grants vest over time and do not represent immediate cash value until vested and (if applicable) sold.
If you want, I can (1) break down each sale line by line with exact share counts, prices and footnote ranges, or (2) retrieve the total reported post‑transaction holdings from the Form 4 if present.
Insider Transaction Report
Form 4
Rubrik, Inc.RBRK
THOMPSON JOHN WENDELL
Director
Transactions
- Sale
Class A Common Stock
[F1][F2]2026-06-01$79.91/sh−100$7,991→ 17,400 total(indirect: By Trust) - Sale
Class A Common Stock
[F1][F3][F2]2026-06-01$82.45/sh−300$24,735→ 17,100 total(indirect: By Trust) - Sale
Class A Common Stock
[F1][F4][F2]2026-06-01$83.49/sh−160$13,358→ 16,940 total(indirect: By Trust) - Sale
Class A Common Stock
[F1][F5][F2]2026-06-01$84.64/sh−1,140$96,490→ 15,800 total(indirect: By Trust) - Sale
Class A Common Stock
[F1][F6][F2]2026-06-01$85.87/sh−800$68,696→ 15,000 total(indirect: By Trust) - Conversion
Class A Common Stock
2026-06-01+11,000→ 15,653 total - Sale
Class A Common Stock
[F1][F7]2026-06-01$79.77/sh−200$15,954→ 15,453 total - Sale
Class A Common Stock
[F1][F8]2026-06-01$82.13/sh−750$61,598→ 14,703 total - Sale
Class A Common Stock
[F1][F9]2026-06-01$82.73/sh−991$81,985→ 13,712 total - Sale
Class A Common Stock
[F1][F10]2026-06-01$84.41/sh−4,000$337,640→ 9,712 total - Sale
Class A Common Stock
[F1][F11]2026-06-01$85.30/sh−3,359$286,523→ 6,353 total - Sale
Class A Common Stock
[F1][F12]2026-06-01$86.07/sh−1,700$146,319→ 4,653 total - Award
Class A Common Stock
[F13]2026-06-03+3,709→ 8,362 total - Exercise/Conversion
Stock Option (Right to Buy)
[F14]2026-06-01−11,000→ 99,946 totalExercise: $4.38Exp: 2028-01-21→ Class B Common Stock (11,000 underlying) - Exercise/Conversion
Class B Common Stock
[F15]2026-06-01+11,000→ 61,001 total→ Class A Common Stock (11,000 underlying) - Conversion
Class B Common Stock
[F15]2026-06-01−11,000→ 50,001 total→ Class A Common Stock (11,000 underlying)
Holdings
- 815,338(indirect: By Trust)
Class B Common Stock
[F15][F2]→ Class A Common Stock (815,338 underlying)
Footnotes (15)
- [F1]This sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan, adopted October 6, 2025.
- [F10]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.84 to $84.73 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.
- [F11]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $84.86 to $85.82 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.
- [F12]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.86 to $86.30 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.
- [F13]Represents the grant of restricted stock units ("RSUs") that will vest over a one-year period, in four (4) successive equal quarterly installments on each of September 15, 2026, December 15, 2026, March 15, 2027 and June 15, 2027, subject to the reporting person's continuous service with the Issuer on each such vest date.
- [F14]Fully vested.
- [F15]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 and has no expiration date.
- [F2]The shares are held of record by John and Sandra Thompson Trust, for which the Reporting Person serves as a co-trustee and shares voting and dispositive power with his spouse.
- [F3]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $81.99 to $82.89 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.
- [F4]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.22 to $83.95 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.
- [F5]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $84.28 to $85.15 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.
- [F6]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.31 to $86.26 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.
- [F7]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.62 to $79.91 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.
- [F8]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $81.41 to $82.39 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.
- [F9]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $82.45 to $83.16 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.
Signature
/s/ Larry Guo, Attorney-in-Fact|2026-06-03