THOMPSON JOHN WENDELL 4

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.