C3.ai, Inc.·4

Mar 13, 6:32 PM ET

SIEBEL THOMAS M 4

4 · C3.ai, Inc. · Filed Mar 13, 2026

Research Summary

AI-generated summary of this filing

Updated

C3.ai (AI) 10% Owner Thomas M. Siebel Sells 23,435 Shares

What Happened
Thomas M. Siebel, a reported 10% owner of C3.ai (AI), reported a series of transactions tied to the vesting of restricted stock units (RSUs) and subsequent dispositions. On 2026-03-11, 44,766 RSUs converted to shares upon settlement. The issuer automatically withheld and sold shares to satisfy tax withholding. On 2026-03-12 Siebel sold 23,435 shares in the open market at a weighted-average price of $9.11, generating proceeds of $213,493. On 2026-03-13 he reported gift transfers of 21,331 shares (a disposal from one account and an acquisition into another account) at $0.00.

Key Details

  • Transaction dates: RSU settlement/exercise reported 2026-03-11; open-market sale 2026-03-12; gifts reported 2026-03-13. Filing date: 2026-03-13 (appears timely).
  • Sale price: weighted-average $9.11 (sales ranged $9.055–$9.16; issuer will provide per-price breakdown on request). Total proceeds reported: $213,493.
  • RSU/derivative notes: 44,766 RSUs converted to shares on vesting (footnote F1). The issuer withheld/sold shares to cover tax withholding obligations (F2). Vesting schedule: 1/3 vested 9/11/2025, then 1/12 quarterly thereafter (F9).
  • Gifts/transfers: 21,331 shares were transferred as gifts (disposed and simultaneously acquired into another account), suggesting intra-family or entity transfers rather than a market sale.
  • Holdings: Several post-transaction holdings are held in entities/trusts Siebel controls (The Siebel Living Trust; First Virtual Holdings, LLC; Siebel Asset Management LP and related entities; The Siebel 2011 Irrevocable Children's Trust — F4–F8). The filing excerpt does not state a consolidated total shares owned after these transactions.

Context

  • The RSU settlement followed by withholding/sale to cover taxes is a common, administrative (not necessarily sentiment-driven) action; this is effectively a cashless tax-withholding disposition.
  • The open-market sale (23,435 shares) reduced Siebel’s position and produced cash proceeds; gifts reported are transfers and do not necessarily indicate a change in confidence in the company.
  • As a 10% owner, Siebel’s transfers among trusts and entities are often estate/tax planning or family transfers rather than routine executive trading.

Insider Transaction Report

Form 4
Period: 2026-03-11
SIEBEL THOMAS M
DirectorExecutive Chairman10% Owner
Transactions
  • Exercise/Conversion

    Class A Common Stock

    [F1]
    2026-03-11+44,766767,128 total
  • Sale

    Class A Common Stock

    [F2][F3]
    2026-03-12$9.11/sh23,435$213,493743,693 total
  • Gift

    Class A Common Stock

    2026-03-1321,331722,362 total
  • Gift

    Class A Common Stock

    [F4]
    2026-03-13+21,331694,188 total(indirect: See Footnote)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F9]
    2026-03-1144,766268,761 total
    Class A Common Stock (44,766 underlying)
Holdings
  • Class A Common Stock

    [F5]
    (indirect: See Footnote)
    9,216
  • Class A Common Stock

    [F6]
    (indirect: See Footnote)
    170,294
  • Class A Common Stock

    [F7]
    (indirect: See Footnote)
    72,695
  • Class A Common Stock

    [F8]
    (indirect: See Footnote)
    1,237,115
Footnotes (9)
  • [F1]Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement.
  • [F2]Pursuant to the Issuer's policies and practice, these shares of Class A Common Stock were automatically withheld and sold by the Issuer to satisfy the Reporting Person's tax withholding obligations related to the vesting of RSUs reported herein.
  • [F3]The price reported is a weighted-average price. These shares were sold in multiple transactions at prices ranging from $9.055 to $9.16, inclusive. The Reporting Person will provide upon request to the staff of the Securities and Exchange Commission, the Issuer or any security holder of the Issuer, full information regarding the number of shares sold at each separate price.
  • [F4]The shares are held by The Siebel Living Trust u/a/d 7/27/93, as amended, of which the Reporting Person is trustee.
  • [F5]The shares are held by First Virtual Holdings, LLC, of which the Reporting Person is Chairman.
  • [F6]The shares are held by Siebel Asset Management, L.P., of which the Reporting Person is the general partner.
  • [F7]The shares are held by Siebel Asset Management III, L.P., of which the Reporting Person is the general partner.
  • [F8]The shares are held by The Siebel 2011 Irrevocable Children's Trust, of which the Reporting Person is co-trustee.
  • [F9]1/3rd of the RSUs vested on September 11, 2025 and 1/12th of the RSUs shall vest quarterly thereafter, so long as the Reporting Person continues to provide services through such vesting dates.
Signature
/s/ Sasha Pesic, Attorney-in-Fact|2026-03-13

Documents

1 file
  • 4
    wk-form4_1773441169.xmlPrimary

    FORM 4