SEC Form 4 · accession 0001104659-26-079935

Cerebras Systems Inc. · CBRS

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

Reporting owners

10% Owner

10% Owner

10% Owner

10% Owner

Period of report

Jun 29, 2026

Accepted (ET)

Jul 1, 2026 · 5:30 pm EDT

Rule 10b5-1 plan

box not checked

Issuer CIK

0002021728

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock^F2	Jun 29, 2026	C	2,157,802	$0.00	A	2,157,802	I	See Footnote
Class A Common Stock^F2	Jun 29, 2026	J	2,157,802	$0.00	D	0	I	See Footnote

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Class B Common Stock^F2,F4	—	Jun 29, 2026	C	2,157,802	D	—	—	Class A Common Stock	2,157,802	12,227,545	I

F1Conversion of a derivative security in accordance with its terms.
F2The shares are held by Benchmark Capital Partners VIII, L.P. ("BCP VIII"), as nominee for itself, Benchmark Founders' Fund VIII, L.P. ("BFF VIII") and Benchmark Founders' Fund VIII-B, L.P. ("BFF VIII-B"). Benchmark Capital Management Co. VIII, L.L.C. ("BCMC VIII"), the general partner of each of BCP VIII, BFF VIII and BFF VIII-B, may be deemed to have sole voting and dispositive power over such shares. Each entity disclaims the existence of a "group" and disclaims beneficial ownership of the securities, except to the extent of such entity's pecuniary interest in such securities.
F3Represents a pro-rata, in-kind distribution by BCP VIII and its affiliated funds, not for additional consideration, to its partners, including BCMC VIII and its respective members and assignees.
F4Each 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 will also be convertible at any time at the option of the Reporting Person into one share of Class A Common Stock.