Mallick Dhiraj 4

What Happened
Dhiraj Mallick, Chief Operating Officer of Cerebras Systems (CBRS), reported a series of open-market sales on June 25, 2026 totaling 36,131 shares for aggregate proceeds of approximately $6,116,196. The filing also reports the conversion of 69,445 Class B shares into Class A shares (derivative conversion). Many of the sales were identified in the filing as "sell-to-cover" transactions to satisfy tax withholding obligations related to the settlement of restricted stock units (RSUs), and thus were not discretionary sales.

Key Details

• Transaction date: June 25, 2026 (Form 4 filed June 29, 2026). Filing appears timely (filed within the two-business-day window).
• Sales: 36,131 shares sold in multiple blocks at prices ranging roughly from $162.24 to $185.21; total proceeds ≈ $6.12M.
• Conversion: 69,445 Class B shares were converted into Class A shares (reported as derivative conversion).
• Tax withholding: Footnote indicates many shares were automatically converted and sold to cover tax withholding for RSU settlement (sell-to-cover), not a discretionary sale.
• Lock-up: Reporting person is subject to a lock-up agreement from the IPO, but the filing notes these sales fall under a permissible exemption.
• Filing note: This is the first of two Form 4s reporting related transactions on June 25–26, 2026; both should be read together.
• Ownership after transaction: Not specified in the summary excerpt; Footnote F27 notes an amendment reducing reported Class B holdings by 42,857 shares to correct prior reporting.

Context

• Conversion explanation: Class B common shares are convertible into an equal number of Class A shares at the holder’s election; the filing shows such a conversion before/alongside sales.
• Sell-to-cover meaning: "Sell-to-cover" transactions are routine tax-related sales tied to equity award settlements and generally do not indicate an insider’s view on company prospects.
• No indication of a 10% owner or other unusual transfer in this excerpt; all material details and per-price breakdowns are available in the full Form 4 filings.