Vladimir Tenev - Jul 28, 2021 Form 3 Insider Report for Robinhood Markets, Inc. (HOOD)

Signature
/s/ Christina Lai, attorney-in-fact for Vladimir Tenev
Stock symbol
HOOD
Transactions as of
Jul 28, 2021
Transactions value $
$0
Form type
3
Date filed
7/29/2021, 04:28 PM
Next filing
Aug 3, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding HOOD Common Stock 51.6M Jul 28, 2021 Direct F1

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
holding HOOD Restricted Stock Units Jul 28, 2021 Common Stock 2.9M Direct F1, F2, F3
holding HOOD Market-Based Performance Stock Units Jul 28, 2021 Common Stock 13.8M Direct F1, F3, F4
holding HOOD Market-Based Performance Stock Units Jul 28, 2021 Common Stock 22.2M Direct F1, F3, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Shares of Common Stock will automatically be reclassified as shares of Class A Common Stock on a one-for-one basis upon the filing of the Amended and Restated Certificate of Incorporation of Robinhood Markets, Inc. ("Robinhood") immediately prior to the closing of Robinhood's initial public offering ("IPO").
F2 On October 8, 2019, the Reporting Person was granted 2,904,024 restricted stock units ("RSUs") under Robinhood's Amended and Restated 2013 Stock Plan (the "2013 Plan"). Subject to accelerated vesting in certain circumstances, one-fourth (1/4) of these RSUs were scheduled to vest on August 1, 2019, with the remainder scheduled to vest in twelve (12) equal quarterly installments thereafter, in each case subject to (a) the Reporting Person's continued service with Robinhood through the applicable vesting date and (b) the occurrence of a liquidity event, which was satisfied upon the effectiveness of Robinhood's IPO registration statement on Form S-1 ("Liquidity Event").
F3 RSUs and preferred stock units ("PSUs") convert into Common Stock on a one-for-one basis upon vesting and settlement.
F4 On October 8, 2019, the Reporting Person was granted 13,831,829 PSUs under the 2013 Plan, which award was amended and restated on May 26, 2021. Subject to accelerated vesting in certain circumstances, portions of the award become eligible to vest based on satisfaction of share-price goals of $30.45 (20% portion), $50.75 (30% portion), and $101.50 (50% portion). These goals are initially tested based on the IPO price and, thereafter, based on 60-trading-day average daily VWAP. When a share-price goal is achieved, subject to the occurrence of a Liquidity Event, half of the PSUs allocated to that level vest immediately, with the other half of the PSUs allocated to that level vesting in accordance with a time-based service schedule in twenty-four (24) equal quarterly installments from a vesting commencement date of August 1, 2018 through August 1, 2024, subject to the Reporting Person's continued service with Robinhood through the applicable vesting date.
F5 On May 26, 2021, the Reporting Person was granted 22,220,000 market-based PSUs under Robinhood's 2020 Equity Incentive Plan. Subject to accelerated vesting in certain circumstances, portions of the award become eligible to vest based on satisfaction of share-price goals of $120 (12.8% portion), $150 (12.8% portion), $180 (14.9% portion), $210 (14.9% portion), $240 (14.9% portion), $270 (14.9% portion), and $300 (14.9% portion). These goals are tested based on 60-trading-day average daily VWAP. When a share-price goal is achieved, subject to the occurrence of a Liquidity Event, all of the PSUs allocated to that level vest, subject to the Reporting Person's continued service with Robinhood through the applicable vesting date.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney