Nithrakashyap Arvind 4
4 · Rubrik, Inc. · Filed Mar 26, 2026
Research Summary
AI-generated summary of this filing
Rubrik (RBRK) CTO Nithrakashyap Arvind Sells 28,967 Shares
What Happened
Nithrakashyap Arvind, Rubrik's Chief Technology Officer and a director, had 40,625 RSUs convert/settle into shares on March 24, 2026 (reported on Form 4). To satisfy tax withholding on that settlement, 28,967 of those shares were sold in an open-market transaction at $48.20 per share for total proceeds of $1,396,085. The RSU conversions and related exercises/conversions were reported with a $0 acquisition price because they represent vested awards converting into common stock.
Key Details
- Transaction date: March 24, 2026; Form 4 filed March 26, 2026 (timely filing).
- Sale: 28,967 shares sold at $48.20 each; proceeds $1,396,085. (Transaction code S)
- Award/Conversion: 40,625 shares arose from RSU vesting/conversion (codes C and M) at $0.00 acquisition price. (See footnotes F2–F3.)
- Reason for sale: Sell-to-cover to satisfy tax withholding on RSU vesting per issuer policy (footnote F1).
- Shares owned after the transaction: not specified in this Form 4.
- Record ownership: Shares are held of record by the Arvind Nithrakashyap Revocable Trust, where the reporting person is trustee and shares voting/dispositive power with spouse (footnote F5).
- Class conversion: Class B shares received on vesting can convert to Class A on sale or at the holder’s option (footnote F4).
Context
This is a routine “sell-to-cover” following RSU vesting (the company converted vested RSUs into shares and sold a portion to cover taxes). The filing shows conversion/exercise of RSU-based derivative awards (not a cash purchase). Such sell-to-cover transactions are common and primarily tax-driven rather than explicit bets on the stock.
Insider Transaction Report
- Conversion
Class A Common Stock
2026-03-24+40,625→ 377,635 total - Sale
Class A Common Stock
[F1]2026-03-24$48.20/sh−28,967$1,396,085→ 348,668 total - Exercise/Conversion
Restricted Stock Unit
[F2][F3]2026-03-24−40,625→ 0 totalExp: 2029-08-06→ Class B Common Stock (40,625 underlying) - Exercise/Conversion
Class B Common Stock
[F4]2026-03-24+40,625→ 10,271,570 total→ Class A Common Stock (40,625 underlying) - Conversion
Class B Common Stock
[F4]2026-03-24−40,625→ 10,230,945 total→ Class A Common Stock (40,625 underlying)
- 200,000(indirect: By Trust)
Class B Common Stock
[F4][F5]→ Class A Common Stock (200,000 underlying)
Footnotes (5)
- [F1]This sale reported on this Form 4 was effected pursuant to the Issuer's policy requiring sell-to-cover to satisfy certain tax obligations of the Reporting Person incurred with the vesting and settlement of certain Restricted Stock Units (RSUs).
- [F2]Each RSU represents a contingent right to receive one share of Class B Common Stock.
- [F3]The shares of Class B Common Stock are to be acquired upon the vesting of an RSU award previously granted to the Reporting Person. The RSUs shall vest as follows: 1/16 of the shares subject to the RSU vest in sixteen equal quarterly installments measured from January 27, 2022 and the Issuer's achievement of a specified average price per share prior to the earlier of (i) the five year anniversary of the effectiveness of the registration statement on Form S-1 filed by the Issuer in connection with the Issuer's initial public offering and (ii) the expiration of the RSU award, subject to the Reporting Person continuing to have a Service Relationship (as defined in the Issuer's Amended and Restated 2014 Stock Option and Grant Plan) as a full time employee of the Issuer on each such date.
- [F4]Each share of Class B Common Stock held by the Reporting Person will automatically convert into one share of Class A Common Stock upon the sale or transfer of such share of Class B Common Stock, subject to certain exceptions, and in certain other circumstances described in the Issuer's amended and restated certificate of incorporation. Each share of Class B Common Stock is also convertible at any time at the option of the Reporting Person into one share of Class A Common Stock.
- [F5]The shares are held of record by Arvind Nithrakashyap, as Trustee of the Nithrakashyap/Chatterjee Revocable Trust, for which the Reporting Person serves as trustee and shares voting and dispositive power with his spouse.