Arvind Nithrakashyap - Jan 14, 2025 Form 4 Insider Report for Rubrik, Inc. (RBRK)

Signature
/s/ Anne-Kathrin Lalendran, Attorney-in-Fact
Stock symbol
RBRK
Transactions as of
Jan 14, 2025
Transactions value $
-$14,769,074
Form type
4
Date filed
1/16/2025, 08:11 PM
Previous filing
Jan 8, 2025
Next filing
Feb 5, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RBRK Class A Common Stock Conversion of derivative security $0 +447K $0.00 447K Jan 14, 2025 Direct
transaction RBRK Class A Common Stock Sale -$7.31M -113K -25.35% $64.54 334K Jan 14, 2025 Direct F1, F2
transaction RBRK Class A Common Stock Sale -$7.46M -114K -34.27% $65.24 219K Jan 14, 2025 Direct F1, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction RBRK Restricted Stock Unit Options Exercise $0 -447K -68.75% $0.00 203K Jan 14, 2025 Class B Common Stock 447K Direct F4, F5
transaction RBRK Class B Common Stock Options Exercise $0 +447K +4.22% $0.00 11M Jan 14, 2025 Class A Common Stock 447K Direct F6
transaction RBRK Class B Common Stock Conversion of derivative security $0 -447K -4.05% $0.00 10.6M Jan 14, 2025 Class A Common Stock 447K Direct F6
holding RBRK Class B Common Stock 200K Jan 14, 2025 Class A Common Stock 200K By Arvind Nithrakashyap, as Trustee of the Nithrakashyap/Chatterjee Revocable Trust F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 This sale reported on this Form 4 was effected pursuant to the Issuer's policy requiring sell-to-cover to satisfy certain tax obligations of the Reporting Person incurred with the vesting and settlement of certain Restricted Stock Units (RSUs).
F2 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $63.87 to $64.865 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.
F3 The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $64.87 to $65.81 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.
F4 Each RSU represents a contingent right to receive one share of Class B Common Stock.
F5 The shares of Class B Common Stock are to be acquired upon the vesting of an RSU award previously granted to the Reporting Person. The RSUs shall vest as follows: 1/16 of the shares subject to the RSU vest in sixteen equal quarterly installments measured from January 27, 2022 and the Issuer's achievement of a specified average price per share prior to the earlier of (i) the five year anniversary of the effectiveness of the registration statement on Form S-1 filed by the Issuer in connection with the Issuer's initial public offering and (ii) the expiration of the RSU award, subject to the Reporting Person continuing to have a Service Relationship (as defined in the Issuer's Amended and Restated 2014 Stock Option and Grant Plan) as a full time employee of the Issuer on each such date.
F6 Each 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.
F7 The 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.