Cerebras (CBRS) 10% Holder Foundation Capital Converts & Reallocates Shares

What Happened
Foundation Capital Management Co. VIII, L.L.C. (a 10% holder) reported on Aug 18, 2026 a series of non‑cash transfers: conversion of Class B common stock into Class A common stock (1,738,913 + 37,453 + 136,426 = 1,912,792 shares) and additional in‑kind reallocations among affiliated funds (about 449,885 and 28,373 shares acquired; matching disposals also reported). All transfers were in‑kind or conversions with no cash consideration (reported prices $0.00 or N/A).

Key Details

• Transaction date: Aug 18, 2026; Form 4 filed Aug 20, 2026 (timely filing).
• Primary codes: C = conversion of derivative security (Class B → Class A); J = other acquisition/disposition (in‑kind reallocations).
• Exact conversion total: 1,912,792 shares converted 1-for-1 per footnote (F1/F14). Additional shares reallocated among funds total ~478,258, for ~2.39M shares moved in total.
• Reported consideration: $0.00 or N/A — these were not market purchases or sales.
• Holdings/beneficial ownership: Securities are held across affiliated entities (FC8, FC8P, FCLF2, FCMLF2, FCMLF2 disclaimers noted). The filing includes disclaimers that the manager/general partner may be deemed to have indirect beneficial ownership but disclaims ownership except to pecuniary interest (see F2, F3, F4, F9, F12).
• Notable footnotes: F1/F14 (Class B → Class A conversion 1:1); F5–F13 (pro rata, in‑kind distributions to members and receipt of distributed shares).
• No indication of a 10b5‑1 plan, tax withholding sale, or cash proceeds — these were organizational/structural transfers.

Context
This activity reflects institutional reorganization (conversions and in‑kind distributions) among Foundation Capital entities rather than open‑market buying or selling by an executive. Such transfers don’t necessarily indicate a change in sentiment about the company’s prospects; they often reflect fund-level bookkeeping, entity restructuring, or distributions to limited partners.