SEC Form 4 · accession 0001567929-26-000006

Cerebras Systems Inc. · CBRS

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

Reporting owner

Steven Vassallo

Director

Period of report

Aug 18, 2026

Accepted (ET)

Aug 20, 2026 · 8:53 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^F1,F2	Aug 18, 2026	C	1,738,913	—	A	1,738,913	I	By Foundation Capital VIII, L.P.
Class A Common Stock^F1,F3	Aug 18, 2026	C	37,453	—	A	37,453	I	By Foundation Capital VIII Principals Fund, L.L.C.
Class A Common Stock^F1,F4	Aug 18, 2026	C	136,426	—	A	136,426	I	By Foundation Capital Leadership Fund II, L.P.
Class A Common Stock^F2	Aug 18, 2026	J	1,738,913	$0.00	D	0	I	By Foundation Capital VIII, L.P.
Class A Common Stock^F3	Aug 18, 2026	J	37,453	$0.00	D	0	I	By Foundation Capital VIII Principals Fund, L.L.C.
Class A Common Stock^F4	Aug 18, 2026	J	136,426	$0.00	D	0	I	By Foundation Capital Leadership Fund II, L.P.
Class A Common Stock^F9	Aug 18, 2026	J	449,885	$0.00	A	449,885	I	By Foundation Capital Management Co. VIII, L.L.C.
Class A Common Stock^F9	Aug 18, 2026	J	449,885	$0.00	D	0	I	By Foundation Capital Management Co. VIII, L.L.C.
Class A Common Stock^F12	Aug 18, 2026	J	28,373	$0.00	A	29,741	I	By Foundation Capital Management Co. LF II, L.L.C.
Class A Common Stock^F12	Aug 18, 2026	J	29,741	$0.00	D	0	I	By Foundation Capital Management Co. LF II, L.L.C.
Class A Common Stock^F15	Aug 18, 2026	J	105,210	$0.00	A	154,809	I	By Revocable Trust
Class A Common Stock^F17	Aug 18, 2026	J	54,126	$0.00	A	105,070	I	By Irrevocable Trust

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^F1,F2,F18	—	Aug 18, 2026	C	1,738,913	D	—	—	Class A Common Stock	1,738,913	10,433,479	I
Class B Common Stock^F1,F3,F18	—	Aug 18, 2026	C	37,453	D	—	—	Class A Common Stock	37,453	224,721	I
Class B Common Stock^F1,F4,F18	—	Aug 18, 2026	C	136,426	D	—	—	Class A Common Stock	136,426	818,559	I

Explanation of responses

F1Each share of Class B Common Stock was converted into one share of Class A Common Stock for no additional consideration.
F10Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by FCM8 to its members without additional consideration.
F11Represents receipt of shares in the distribution in kind described in footnote (7).
F12Securities are directly held by FCMLF2. The Reporting Person is a manager of FCMLF2 and may be deemed to beneficially own such shares. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein.
F13Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by FCMLF2 to its members without additional consideration.
F14Represents receipt of shares in the distributions in kind described in footnotes (6), (10) and (13).
F15The securities are held by a revocable family trust, of which the Reporting Person is a co-trustee. The Reporting Person disclaims beneficial ownership of such shares except to the extent of his proportionate pecuniary interest therein.
F16Represents receipt of shares in the distributions in kind described in footnotes (10) and (13).
F17The securities are held by an irrevocable GST trust, of which the Reporting Person is a co-trustee. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
F18Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time at the option of the holder and does not expire.
F2Securities are directly held by Foundation Capital VIII, L.P. ("FC8"). Foundation Capital Management Co. VIII, L.L.C. ("FCM8") is the general partner of FC8. The Reporting Person is a manager of FCM8 and may be deemed to beneficially own such shares. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein.
F3Securities are directly held by Foundation Capital VIII Principals Fund, L.L.C. ("FC8P"). Foundation Capital Management Co. VIII, L.L.C. ("FCM8") is the manager of FC8P. The Reporting Person is a manager of FCM8 and may be deemed to beneficially own such shares. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein.
F4Securities are directly held by Foundation Capital Leadership Fund II, L.P. ("FCLF2"). Foundation Capital Management Co. LF II, L.L.C. ("FCMLF2") is the general partner of FCLF2. The Reporting Person is a manager of FCMLF2 and may be deemed to beneficially own such shares. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein.
F5Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by FC8 to its general partner and limited partners without additional consideration.
F6Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by FC8P to its general partner and limited partners without additional consideration.
F7Represents a pro rata, in-kind distribution, and not a purchase or sale of securities, by FCLF2 to its general partner and limited partners without additional consideration.
F8Represents receipt of shares in the distributions in kind described in footnotes (5) and (6).
F9Securities are directly held by FCM8. The Reporting Person is a manager of FCM8 and may be deemed to beneficially own such shares. The Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein.