Feldman Andrew D. 4

What Happened

• Andrew D. Feldman, a reported 10% owner of Cerebras Systems (CBRS), had 107,076 shares withheld to satisfy tax liability on vesting of restricted stock units (payment for tax liability) on 2026-05-13 at $185.00 per share (withheld value ≈ $19,809,060).
• On 2026-05-15 he reported numerous "other acquisition/disposition" (code J) derivative entries involving large blocks of shares (including 14,056,621; multiple 1,150,000; 600,000; 800,000; 150,000; and 50,000 share lots). Many of these are paired acquisitions and dispositions, suggesting reclassifications or administrative adjustments rather than open-market buys or sells.

Key Details

• Primary cash/tax transaction: 2026-05-13 — 107,076 shares withheld @ $185.00 each, total ≈ $19,809,060 (code F; tax withholding on RSU vesting; not a market sale).
• 2026-05-15 — multiple code J entries (derivative acquisitions and dispositions) covering: 14,056,621; 1,150,000 (paired); 600,000 (paired); 150,000 (paired); 800,000 (paired); and smaller 50,000 lots. Most appear to offset. No transaction prices listed for these J entries.
• Shares owned after transaction: not specified in the provided excerpt of the filing.
• Notable footnotes: F1 = shares withheld to satisfy tax liability (not a market sale). F2 = prior reclassification of Class A into Class B (holders can convert back to Class A). F3–F5 = option vesting/vesting schedules.
• Filing timeliness: filing covers transactions on 5/13 and 5/15 and was filed 2026-05-15 — appears timely (no late filing flag noted).

Context

• The only direct economic cash event reported here was tax withholding on RSU vesting (~$19.8M); that is a common administrative action and not an open-market sale.
• The large J-coded derivative entries likely reflect reclassifications, conversions, or movements of RSUs/options/Class B/Class A shares (administrative/derivative adjustments) rather than ordinary buy/sell activity; they should be read as technical changes unless accompanied by open-market trade details.
• As a 10% owner, Feldman's transactions can represent significant holdings adjustments, but absent open-market purchases or sales, these filings mainly document internal conversions and tax-related withholding rather than a market signal.