SEC Form 4 · accession 0001705560-26-000021
Robinhood Markets, Inc. · HOOD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Daniel Martin Gallagher Jr.
Officer — Chief Legal Officer
Period of report
Sep 1, 2026
Accepted (ET)
Sep 3, 2026 · 4:42 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001783879
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF1 | Sep 1, 2026 | M | 112,856 | — | A | 574,252 | D | |
| Class A Common StockF2 | Sep 1, 2026 | F | 54,309 | $104.81 | D | 519,943 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F3 | — | Sep 1, 2026 | M | 66,490 | D | — | — | Class A Common Stock | 66,490 | 132,979 | D |
| Restricted Stock UnitsF1,F4 | — | Sep 1, 2026 | M | 24,414 | D | — | — | Class A Common Stock | 24,414 | 146,485 | D |
| Restricted Stock UnitsF1,F5 | — | Sep 1, 2026 | M | 13,747 | D | — | — | Class A Common Stock | 13,747 | 137,477 | D |
| Restricted Stock UnitsF1,F6 | — | Sep 1, 2026 | M | 8,205 | D | — | — | Class A Common Stock | 8,205 | 114,872 | D |
Explanation of responses
- F1Restricted stock units ("RSUs") convert into Class A Common Stock on a one-for-one basis upon vesting and settlement.
- F2Represents shares withheld by Robinhood Markets, Inc. ("Robinhood") to satisfy tax withholding obligations in connection with the vesting and settlement of 112,856 RSUs and does not represent a sale by the Reporting Person.
- F3On March 22, 2023, the Reporting Person was granted 1,063,830 RSUs under Robinhood's 2021 Omnibus Incentive Plan (the "2021 Plan"). One-sixteenth (1/16) of these RSUs vested on June 1, 2023, with the remainder scheduled to vest in fifteen (15) equal quarterly installments thereafter, in each case subject to the Reporting Person's continued service with Robinhood through the applicable vesting date and subject to accelerated vesting in certain circumstances.
- F4On March 20, 2024, the Reporting Person was granted 390,625 RSUs under the 2021 Plan. One-sixteenth (1/16) of these RSUs vested on June 1, 2024, with the remainder scheduled to vest in fifteen (15) equal quarterly installments thereafter, in each case subject to the Reporting Person's continued service with Robinhood through the applicable vesting date and subject to accelerated vesting in certain circumstances.
- F5On March 20, 2025, the Reporting Person was granted 219,962 RSUs under the 2021 Plan. One-sixteenth (1/16) of these RSUs vested on June 1, 2025, with the remainder scheduled to vest in fifteen (15) equal quarterly installments thereafter, in each case subject to the Reporting Person's continued service with Robinhood through the applicable vesting date and subject to accelerated vesting in certain circumstances.
- F6On March 19, 2026, the Reporting Person was granted 131,282 RSUs under the 2021 Plan. One-sixteenth (1/16) of these RSUs vested on June 1, 2026, with the remainder scheduled to vest in fifteen (15) equal quarterly installments thereafter, in each case subject to the Reporting Person's continued service with Robinhood through the applicable vesting date and subject to accelerated vesting in certain circumstances.
Remarks
Exhibit 24 - Power of Attorney