SEC Form 4 · accession 0002019143-26-000019
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
Sep 8, 2026
Accepted (ET)
Sep 10, 2026 · 8:46 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 | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Sep 8, 2026 | C | 12,820 | $0.00 | A | 306,113 | D | |
| Class A Common StockF2 | Sep 8, 2026 | S | 2,767 | $90.43 | D | 303,346 | D | |
| Class A Common StockF3 | Sep 8, 2026 | S | 7,836 | $91.47 | D | 295,510 | D | |
| Class A Common StockF4 | Sep 8, 2026 | S | 2,217 | $91.95 | D | 293,293 | D | |
| Class A Common Stock | Sep 9, 2026 | C | 12,820 | $0.00 | A | 306,113 | D | |
| Class A Common StockF5 | Sep 9, 2026 | S | 3,243 | $89.33 | D | 302,870 | D | |
| Class A Common StockF6 | Sep 9, 2026 | S | 5,297 | $90.41 | D | 297,573 | D | |
| Class A Common StockF7 | Sep 9, 2026 | S | 3,237 | $91.16 | D | 294,336 | D | |
| Class A Common StockF8 | Sep 9, 2026 | S | 1,013 | $92.08 | D | 293,323 | D | |
| Class A Common Stock | Sep 9, 2026 | S | 30 | $92.87 | D | 293,293 | D | |
| Class A Common Stock | Sep 10, 2026 | C | 12,820 | $0.00 | A | 306,113 | D | |
| Class A Common StockF9 | Sep 10, 2026 | S | 369 | $87.55 | D | 305,744 | D | |
| Class A Common StockF10 | Sep 10, 2026 | S | 611 | $89.12 | D | 305,133 | D | |
| Class A Common StockF11 | Sep 10, 2026 | S | 4,844 | $89.73 | D | 300,289 | D | |
| Class A Common StockF12 | Sep 10, 2026 | S | 4,675 | $90.88 | D | 295,614 | D | |
| Class A Common StockF13 | Sep 10, 2026 | S | 2,321 | $91.67 | D | 293,293 | 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 StockF14 | — | Sep 8, 2026 | C | 12,820 | D | — | — | Class A Common Stock | 12,820 | 10,053,890 | D |
| Class B Common StockF14 | — | Sep 9, 2026 | C | 12,820 | D | — | — | Class A Common Stock | 12,820 | 10,041,070 | D |
| Class B Common StockF14 | — | Sep 10, 2026 | C | 12,820 | D | — | — | Class A Common Stock | 12,820 | 10,028,250 | D |
| Class B Common StockF15,F14 | — | 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 $88.41 to $89.26 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 $89.315 to $90.2775 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 $90.315 to $91.30 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 $91.315 to $92.30 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.
- F14Each 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.
- F15The 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.
- F2The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $89.7975 to $90.79 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.
- F3The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $90.805 to $91.79 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 $91.80 to $92.195 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.
- F5The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.775 to $89.77 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 $89.805 to $90.77 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 $90.82 to $91.7625 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 $91.785 to $92.67 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 $87.31 to $88.05 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.