Feldman Andrew D. 4

What Happened

• Andrew D. Feldman, CEO, President and a director of Cerebras Systems, converted 17,990 shares of Class B common stock into Class A common stock and sold 17,990 Class A shares in multiple open‑market transactions on June 25, 2026.
• The individual sales occurred at prices ranging roughly from $168.90 to $185.01 per share, producing total proceeds of about $3.11 million. The conversion of Class B to Class A is permitted at the holder’s election.

Key Details

• Transaction date: 2026-06-25; Form 4 filed 2026-06-29 (timely).
• Shares sold: 17,990 shares in multiple blocks; total proceeds ≈ $3,113,283.
• Price range reported across the trades: approximately $168.90 to $185.01 per share (weighted-average prices reported for groups of trades in footnotes).
• Shares acquired via conversion: 17,990 Class B shares converted to Class A (derivative conversion).
• Purpose/footnote: These sales were “sell-to-cover” transactions to satisfy tax withholding obligations in connection with the settlement of restricted stock units (RSUs) and were not discretionary sales by the reporting person (see footnote F2). A lock-up agreement exists but the sales were a permitted exemption.
• Shares owned after the transactions: not specified in the provided excerpt of the filing.

Context

• Conversion: Class B common stock is convertible into an equal number of Class A shares at the holder’s election (no expiration). The filing shows conversion immediately prior to the sales.
• Sell-to-cover: Transactions described as tax withholding/sell-to-cover are routine and generally reflect settlement mechanics for RSUs rather than a directional statement about the executive’s view on the stock.
• No indication of a 10% owner sale plan or 10b5-1 plan in the disclosed footnotes.