Rubrik Inc.

12/15/2025 | Press release | Distributed by Public on 12/15/2025 19:47

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden hours per response... 0.5
(Print or Type Responses)
1. Name and Address of Reporting Person *
Mhatre Ravi
2. Issuer Name and Ticker or Trading Symbol
Rubrik, Inc. [RBRK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
2200 SAND HILL ROAD
3. Date of Earliest Transaction (Month/Day/Year)
12/11/2025
(Street)
MENLO PARK, CA 94025
4. If Amendment, Date Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock 12/11/2025 C 1,387,454 A $ 0 1,387,454 I By Lightspeed Venture Partners IX, L.P.(1)
Class A Common Stock 12/11/2025 C 322,103 A $ 0 322,103 I By Lightspeed Venture Partners Select II, L.P.(2)
Class A Common Stock 12/11/2025 C 626,864 A $ 0 626,864 I By Lightspeed SPV I, LLC(3)
Class A Common Stock 12/11/2025 C 493,378 A $ 0 493,378 I By Lightspeed SPV I-B, LLC(4)
Class A Common Stock 12/11/2025 C 345,340 A $ 0 345,340 I By Lightspeed SPV I-C, LLC(5)
Class A Common Stock 12/11/2025 C 101,659 A $ 0 101,659 I By Lightspeed Venture Partners X, L.P.(6)
Class A Common Stock 12/11/2025 J(7) 1,387,454 D $ 0 0 I By Lightspeed Venture Partners IX, L.P.(1)
Class A Common Stock 12/11/2025 J(8) 362,473 A $ 0 362,473 I By Lightspeed General Partner IX, L.P.(9)
Class A Common Stock 12/11/2025 J(10) 362,473 D $ 0 0 I By Lightspeed General Partner IX, L.P.(9)
Class A Common Stock 12/11/2025 J(11) 322,103 D $ 0 0 I By Lightspeed Venture Partners Select II, L.P.(2)
Class A Common Stock 12/11/2025 J(12) 68,285 A $ 0 68,285 I By Lightspeed General Partner Select II, L.P.(13)
Class A Common Stock 12/11/2025 J(14) 68,285 D $ 0 0 I By Lightspeed General Partner Select II, L.P.(13)
Class A Common Stock 12/11/2025 J(15) 626,864 D $ 0 0 I By Lightspeed SPV I, LLC(3)
Class A Common Stock 12/11/2025 J(16) 493,378 D $ 0 0 I By Lightspeed SPV I-B, LLC(4)
Class A Common Stock 12/11/2025 J(17) 345,340 D $ 0 0 I By Lightspeed SPV I-C, LLC(5)
Class A Common Stock 12/11/2025 J(18) 125,373 A $ 0 125,373 I By LS SPV Management, LLC(19)
Class A Common Stock 12/11/2025 J(20) 125,373 D $ 0 0 I By LS SPV Management, LLC(19)
Class A Common Stock 12/11/2025 J(21)(22) 5,307 A $ 0 5,307 I By Lightspeed Management Company, L.L.C.(23)
Class A Common Stock 12/11/2025 J(24) 15,832 A $ 0 97,674 D
Class A Common Stock 12/11/2025 J(21) 45,865 A $ 0 442,739 I By Mhatre Investments LP - Fund 2(25)
Class A Common Stock 12/11/2025 J(22) 8,410 A $ 0 83,909 I By Mhatre Investments LP - Fund 3(26)
Class A Common Stock 12/12/2025 S 97,658 D $81.67(27) 4,001 I By Lightspeed Venture Partners X, L.P.(6)
Class A Common Stock 12/12/2025 S 4,001 D $85.5(28) 0 I By Lightspeed Venture Partners X, L.P.(6)
Class A Common Stock 649 I By Trust(29)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock (30) 12/11/2025 C 1,387,454 (30) (30) Class A Common Stock 1,387,454 $ 0 4,162,362 I By Lightspeed Venture Partners IX, L.P.(1)
Class B Common Stock (30) 12/11/2025 C 322,103 (30) (30) Class A Common Stock 322,103 $ 0 966,307 I By Lightspeed Venture Partners Select II, L.P.(2)
Class B Common Stock (30) 12/11/2025 C 626,864 (30) (30) Class A Common Stock 626,864 $ 0 1,880,593 I By Lightspeed SPV I, LLC(3)
Class B Common Stock (30) 12/11/2025 C 493,378 (30) (30) Class A Common Stock 493,378 $ 0 1,480,133 I By Lightspeed SPV I-B, LLC(4)
Class B Common Stock (30) 12/11/2025 C 345,340 (30) (30) Class A Common Stock 345,340 $ 0 1,036,018 I By Lightspeed SPV I-C, LLC(5)
Class B Common Stock (30) 12/11/2025 C 101,659 (30) (30) Class A Common Stock 101,659 $ 0 0 I By Lightspeed Venture Partners X, L.P.(6)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Mhatre Ravi
2200 SAND HILL ROAD
MENLO PARK, CA 94025
X

Signatures

/s/ Ravi Mhatre 12/15/2025
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Shares are held by Lightspeed Venture Partners IX, L.P. ("Lightspeed IX"). Lightspeed General Partner IX, L.P. ("LGP IX") is the general partner of Lightspeed IX. Lightspeed Ultimate General Partner IX, Ltd. ("LUGP IX") is the general partner of LGP IX. The Reporting Person is a director of LUGP IX and shares voting and dispositive power with respect to the shares held by Lightspeed IX. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(2) Shares are held by Lightspeed Venture Partners Select II, L.P. ("Lightspeed Select II"). Lightspeed General Partner Select II, L.P. ("LGP Select II") is the general partner of Lightspeed Select II. Lightspeed Ultimate General Partner Select II, Ltd. ("LUGP Select II") is the general partner of LGP Select II. The Reporting Person is a director of LUGP Select II and shares voting and dispositive power with respect to the shares held by Lightspeed Select II. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(3) Shares are held by Lightspeed SPV I, LLC ("Lightspeed SPV I"). LS SPV Management, LLC ("LS SPV") is the manager of Lightspeed SPV I. The Reporting Person is a managing member of LS SPV and shares voting and dispositive power with respect to the shares held by Lightspeed SPV I. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(4) Shares are held by Lightspeed SPV I-B, LLC ("Lightspeed SPV I-B"). LS SPV is the manager of Lightspeed SPV I-B. The Reporting Person is a managing member of LS SPV and shares voting and dispositive power with respect to the shares held by Lightspeed SPV I-B. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(5) Shares are held by Lightspeed SPV I-C, LLC ("Lightspeed SPV I-C"). LS SPV is the manager of Lightspeed SPV I-C. The Reporting Person is a managing member of LS SPV and shares voting and dispositive power with respect to the shares held by Lightspeed SPV I-C. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(6) Shares are held by Lightspeed Venture Partners X, L.P. ("Lightspeed X"). Lightspeed General Partner X, L.P. ("LGP X") is the general partner of Lightspeed X. Lightspeed Ultimate General Partner X, Ltd. ("LUGP X") is the general partner of LGP X. The Reporting Person is a director of LUGP X and shares voting and dispositive power with respect to the shares held by Lightspeed X. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(7) Represents an in-kind distribution by Lightspeed IX without consideration to its partners (including LGP IX).
(8) Represents receipt of shares in the distribution in kind described in footnote (7).
(9) Shares are held by LGP IX. LUGP IX is the general partner of LGP IX. The Reporting Person is a director of LUGP IX and shares voting and dispositive power with respect to the shares held by LGP IX. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(10) Represents an in-kind distribution by LGP IX without consideration to its partners.
(11) Represents an in-kind distribution by Lightspeed Select II without consideration to its partners (including LGP Select II).
(12) Represents receipt of shares in the distribution in kind described in footnote (11).
(13) Shares are held by LGP Select II. LUGP Select II is the general partner of LGP Select II. The Reporting Person is a director of LUGP Select II and shares voting and dispositive power with respect to the shares held by LGP Select II. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(14) Represents an in-kind distribution by LGP Select II without consideration to its partners.
(15) Represents an in-kind distribution by Lightspeed SPV I without consideration to its members.
(16) Represents an in-kind distribution by Lightspeed SPV I-B without consideration to its members.
(17) Represents an in-kind distribution by Lightspeed SPV I-C without consideration to its members.
(18) Represents receipt of shares in the distribution in kind described in footnote (15).
(19) Shares are held by LS SPV. The Reporting Person is a managing member of LS SPV and shares voting and dispositive power with respect to the shares held by LS SPV. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(20) Represents an in-kind distribution by LS SPV without consideration to its members.
(21) Represents receipt of shares in the distribution in kind described in footnote (10).
(22) Represents receipt of shares in the distribution in kind described in footnote (14).
(23) Shares are held by Lightspeed Management Company, L.L.C. ("LMC"). The Reporting Person is a managing member of LMC and shares voting and dispositive power with respect to the shares held by LMC. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
(24) Represents receipt of shares in the distribution in kind described in footnote (20).
(25) The Reporting Person serves as trustee of the general partner of Mhatre Investments LP - Fund 2.
(26) The Reporting Person serves as trustee of the general partner of Mhatre Investments LP - Fund 3.
(27) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $81.275 to $82.19 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(28) The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.04 to $85.99 inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
(29) The Reporting Person is the trustee of the Mhatre 2011 Irrevocable Children's Trust.
(30) Each share of Class B Common Stock 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 holder into one share of Class A Common Stock.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Rubrik Inc. published this content on December 15, 2025, and is solely responsible for the information contained herein. Distributed via Edgar on December 16, 2025 at 01:47 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]