THOMPSON JOHN WENDELL 4
4 · Rubrik, Inc. · Filed Jul 1, 2026
Research Summary
AI-generated summary of this filing
Rubrik (RBRK) Director John W. Thompson Sells Shares
What Happened
John W. Thompson, a Rubrik director, sold a total of 13,500 shares in multiple open-market transactions on July 1, 2026 for aggregate proceeds of about $1,116,038. Individual reported sales: 700 @ $82.00 ($57,400); 1,500 @ $82.91 ($124,365); 300 @ $83.70 ($25,110); 3,100 @ $82.02 ($254,262); 7,000 @ $82.81 ($579,670); and 900 @ $83.59 ($75,231). The filing also reports conversion/exercise-related activity involving 11,000 derivative shares (acquired at $0), consistent with conversion of Class B common stock into Class A common stock.
Key Details
- Transaction date: July 1, 2026; Form filed July 1, 2026 (timely).
- Total sold: 13,500 shares for approximately $1.12 million. Price per share on the various tranches ranged roughly from $81.39 to $83.81 (see footnotes for weighted-average ranges).
- Derivative activity: 11,000 shares were reported acquired via conversion/exercise at $0. Footnote F10 explains Class B → Class A conversion mechanics. Some derivative entries indicate related dispositions.
- Plan/authority: Sales reported were effected pursuant to a Rule 10b5-1 trading plan adopted October 6, 2025 (footnote F1).
- Record/ownership: Some shares are held of record by the John and Sandra Thompson Trust (the reporting person is a co‑trustee) (footnote F3). Footnote F9 notes affected awards were fully vested.
- Filing timeliness: No late filing indicated.
Context
- Sales under a 10b5-1 plan are prearranged trades and are generally considered routine (they do not necessarily signal a change in the insider’s view).
- The derivative entries reflect conversion/exercise mechanics (conversion of Class B to Class A common stock per F10) rather than a cash purchase; some or all underlying shares appear to have been sold in the market.
- For retail investors: purchases are typically more indicative of insider bullishness; this filing primarily documents preplanned sales and conversion activity.
Insider Transaction Report
Form 4
Rubrik, Inc.RBRK
THOMPSON JOHN WENDELL
Director
Transactions
- Sale
Class A Common Stock
[F1][F2][F3]2026-07-01$82.00/sh−700$57,400→ 14,300 total(indirect: By Trust) - Sale
Class A Common Stock
[F1][F4][F3]2026-07-01$82.91/sh−1,500$124,365→ 12,800 total(indirect: By Trust) - Sale
Class A Common Stock
[F1][F5][F3]2026-07-01$83.70/sh−300$25,110→ 12,500 total(indirect: By Trust) - Conversion
Class A Common Stock
2026-07-01+11,000→ 19,362 total - Sale
Class A Common Stock
[F1][F6]2026-07-01$82.02/sh−3,100$254,262→ 16,262 total - Sale
Class A Common Stock
[F1][F7]2026-07-01$82.81/sh−7,000$579,670→ 9,262 total - Sale
Class A Common Stock
[F1][F8]2026-07-01$83.59/sh−900$75,231→ 8,362 total - Exercise/Conversion
Stock Option (Right to Buy)
[F9]2026-07-01−11,000→ 88,946 totalExercise: $4.38Exp: 2028-01-21→ Class B Common Stock (11,000 underlying) - Exercise/Conversion
Class B Common Stock
[F10]2026-07-01+11,000→ 61,001 total→ Class A Common Stock (11,000 underlying) - Conversion
Class B Common Stock
[F10]2026-07-01−11,000→ 50,001 total→ Class A Common Stock (11,000 underlying)
Holdings
- 815,338(indirect: By Trust)
Class B Common Stock
[F10][F3]→ Class A Common Stock (815,338 underlying)
Footnotes (10)
- [F1]This sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan, adopted October 6, 2025.
- [F10]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 reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $81.50 to $82.37 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
- [F3]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.
- [F4]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $82.50 to $83.35 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.
- [F5]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.62 to $83.81 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 $81.39 to $82.36 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 $82.39 to $83.35 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.
- [F8]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.41 to $83.81 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]Fully vested.
Signature
/s/ Larry Guo, Attorney-in-Fact|2026-07-01