SEC Form 4 · accession 0002019143-26-000011

Rubrik, Inc. · RBRK

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Arvind Nithrakashyap

Officer — Chief Technology Officer · Director

Period of report

Jun 1, 2026

Accepted (ET)

Jun 3, 2026 · 9:39 pm EDT

Rule 10b5-1 plan

yes — trade under a plan

Issuer CIK

0001943896

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Class A Common Stock	Jun 1, 2026	C	71,993	$0.00	A	513,495	D
Class A Common Stock^F2	Jun 1, 2026	S	4,155	$79.68	D	509,340	D
Class A Common Stock^F3	Jun 1, 2026	S	1,938	$80.99	D	507,402	D
Class A Common Stock^F4	Jun 1, 2026	S	22,240	$82.11	D	485,162	D
Class A Common Stock^F5	Jun 1, 2026	S	22,206	$82.72	D	462,956	D
Class A Common Stock^F6	Jun 1, 2026	S	28,329	$84.14	D	434,627	D
Class A Common Stock^F7	Jun 1, 2026	S	72,687	$84.75	D	361,940	D
Class A Common Stock^F8	Jun 1, 2026	S	47,630	$85.90	D	314,310	D
Class A Common Stock^F9	Jun 1, 2026	S	262	$86.40	D	314,048	D
Class A Common Stock	Jun 2, 2026	C	12,820	$0.00	A	326,868	D
Class A Common Stock^F10	Jun 2, 2026	S	1,833	$81.31	D	325,035	D
Class A Common Stock^F11	Jun 2, 2026	S	9,986	$82.23	D	315,049	D
Class A Common Stock^F12	Jun 2, 2026	S	831	$82.88	D	314,218	D
Class A Common Stock^F13	Jun 2, 2026	S	170	$84.06	D	314,048	D
Class A Common Stock	Jun 3, 2026	C	12,820	$0.00	A	326,868	D
Class A Common Stock^F14	Jun 3, 2026	S	1,027	$76.66	D	325,841	D
Class A Common Stock^F15	Jun 3, 2026	S	1,700	$77.68	D	324,141	D
Class A Common Stock^F16	Jun 3, 2026	S	4,246	$78.96	D	319,895	D
Class A Common Stock^F17	Jun 3, 2026	S	5,655	$79.56	D	314,240	D
Class A Common Stock^F18	Jun 3, 2026	S	192	$80.45	D	314,048	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Class B Common Stock^F19	—	Jun 1, 2026	C	71,993	D	—	—	Class A Common Stock	71,993	10,158,952	D
Class B Common Stock^F19	—	Jun 2, 2026	C	12,820	D	—	—	Class A Common Stock	12,820	10,146,132	D
Class B Common Stock^F19	—	Jun 3, 2026	C	12,820	D	—	—	Class A Common Stock	12,820	10,133,312	D
Class B Common Stock^F20,F19	—	holding	—	—	—	—	—	Class A Common Stock	200,000	200,000	I

Explanation of responses

F1This sale reported on this Form 4 was effected pursuant to a Rule 10b5-1 trading plan, adopted October 15, 2025.
F10The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.73 to $81.725 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
F11The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $81.765 to $82.725 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
F12The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $82.73 to $83.66 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
F13The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.895 to $84.20 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
F14The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $76.22 to $77.17 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
F15The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $77.225 to $78.215 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
F16The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $78.235 to $79.215 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
F17The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.235 to $80.195 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
F18The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.24 to $80.64 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
F19Each 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 and has no expiration date.
F2The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.38 to $80.16 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
F20The 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.
F3The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.415 to $81.375 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
F4The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $81.46 to $82.37 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
F5The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $82.38 to $83.37 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
F6The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.535 to $84.375 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
F7The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $84.38 to $85.375 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
F8The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.38 to $86.37 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.
F9The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $86.385 to $86.45 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separated price within the range set forth in this footnote.