Chakravarthy Arvind 4
4 · Roblox Corp · Filed Feb 11, 2026
Research Summary
AI-generated summary of this filing
Roblox (RBLX) Arvind Chakravarthy Sells 95,895 Shares (CPSO)
What Happened
Arvind Chakravarthy, Chief People & Systems Officer at Roblox (RBLX), had performance- and service-based equity convert/vest and then sold a portion of the resulting shares. The Form 4 shows conversion/exercise of 114,776 RSU/PSU-related units (reflecting a grant of 114,776 units, of which 76,899 PSUs vested immediately upon committee certification). Following the vesting, Chakravarthy sold 95,895 shares in open-market transactions on Feb 10–11, 2026, generating approximately $6.64 million in proceeds. Several shares were sold specifically to satisfy tax-withholding obligations (sell-to-cover).
Key Details
- Conversion/vesting: 114,776 derivative units reported on Feb 9, 2026; 76,899 PSUs vested immediately after certification that performance targets were met (the remaining 37,877 PSUs vest in quarterly installments through Feb 20, 2027, subject to continued service). Each PSU/RSU equals one share on settlement.
- Sales (open market): total 95,895 shares sold — 32,310 @ avg $72.61 (Feb 10), 3,021 @ avg $73.12 (Feb 10), 19,918 @ avg $67.29 (Feb 11), and 40,646 @ avg $67.23 (Feb 11). Total proceeds ≈ $6,639,886. Price ranges for these reported averages are listed in the filing footnotes.
- Tax withholding: a portion of the sales were mandated sell-to-cover transactions to satisfy statutory tax withholding under the issuer’s equity plan (not discretionary sales).
- Holdings after transaction: not specified in the excerpt provided; the filing notes some shares are held directly by the Jain Chakravarthy Living Trust.
- Timeliness: Form 4 was filed Feb 11, 2026 reporting activity beginning Feb 9, 2026 — no late filing flag indicated.
Context
This was primarily a sale of vested equity following a performance certification (67% of the PSU tranche vested immediately). For retail investors, note the activity reflects cashing out vested compensation rather than an open‑market purchase (which is often interpreted as a stronger positive signal). The filing’s footnotes explain the performance criteria, the PSU-to-share conversion, the staged vesting schedule for the remaining units, and that some sales were solely to cover taxes.
Insider Transaction Report
Form 4
Roblox CorpRBLX
Chakravarthy Arvind
Chief People & Systems Officer
Transactions
- Exercise/Conversion
Class A Common Stock
[F1][F2][F3]2026-02-09+114,776→ 295,819 total - Sale
Class A Common Stock
[F4][F5][F3]2026-02-10$72.61/sh−32,310$2,346,097→ 263,509 total - Sale
Class A Common Stock
[F4][F6][F3]2026-02-10$73.12/sh−3,021$220,909→ 260,488 total - Sale
Class A Common Stock
[F7][F3]2026-02-11$67.29/sh−19,918$1,340,282→ 240,570 total - Sale
Class A Common Stock
[F8][F9]2026-02-11$67.23/sh−40,646$2,732,598→ 0 total(indirect: See Footnote) - Exercise/Conversion
Performance Stock Unit
[F2][F10]2026-02-09−114,776→ 0 total→ Class A Common Stock (114,776 underlying)
Footnotes (10)
- [F1]Upon certification by the Issuer's Leadership Development and Compensation Committee on February 9, 2026 of the achievement of certain performance criteria, 76,899 performance stock units ("PSUs") vested. The remaining PSUs will vest on May 20, 2026 (9,470 PSUs), August 20, 2026 (9,469 PSUs), November 20, 2026 (9,469 PSUs), and February 20, 2027 (9,469 PSUs), in each case subject to the Reporting Person's continued service.
- [F10]The vesting of the performance stock units ("PSUs") was subject to satisfying both a performance-based requirement and a service-based requirement. The performance-based requirement was satisfied based on the achievement of certain cumulative Bookings and EBITDA targets by the Issuer between January 1, 2024 and December 31, 2025, as certified by the Issuer's Leadership Development and Compensation Committee on February 9, 2026. Following certification, 67% of the PSUs vested immediately on February 9, 2026. The remaining 33% of the PSUs will vest in approximately equal quarterly installments on May 20, 2026, August 20, 2026, November 20, 2026, and February 20, 2027, in each case subject to the Reporting Person's continued service.
- [F2]Each Performance Stock Unit ("PSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.
- [F3]A portion of these securities are Restricted Stock Units ("RSUs"). Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.
- [F4]Represents the number of shares sold to cover the statutory tax withholding obligations in connection with the vesting of performance stock units ("PSUs"). This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of minimum statutory tax withholding obligations to be funded by a "sell-to-cover" transaction and does not represent a discretionary sale by the Reporting Person.
- [F5]The price reported in column 4 is an average price. These shares were sold in multiple transactions at prices ranging from $72.01 to $73.00, inclusive. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- [F6]The price reported in column 4 is an average price. These shares were sold in multiple transactions at prices ranging from $73.01 to $73.35, inclusive. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- [F7]The price reported in column 4 is an average price. These shares were sold in multiple transactions at prices ranging from $67.17 to $67.47, inclusive. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- [F8]The price reported in column 4 is an average price. These shares were sold in multiple transactions at prices ranging from $67.15 to $67.29, inclusive. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- [F9]These shares are held directly by Jain Chakravarthy Living Trust.
Signature
/s/ Adele Freedman Attorney-in-Fact for Arvind Chakravarthy|2026-02-11