Vladimir Tenev - May 1, 2023 Form 4 Insider Report for Robinhood Markets, Inc. (HOOD)

Role
Chief Executive Officer, Director
Signature
/s/ Brandon Webb, attorney-in-fact for Vladimir Tenev
Stock symbol
HOOD
Transactions as of
May 1, 2023
Transactions value $
-$195,964
Form type
4
Date filed
5/3/2023, 07:25 PM
Previous filing
Apr 6, 2023
Next filing
May 8, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HOOD Class A Common Stock Options Exercise +57.6K +5.58% 1.09M May 1, 2023 Direct F1
transaction HOOD Class A Common Stock Sale -$196K -23.3K -2.14% $8.41 1.07M May 3, 2023 Direct F2, F3
holding HOOD Class A Common Stock 2.34K May 1, 2023 By Living Trust

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 HOOD Market-Based Performance Stock Units Options Exercise $0 -57.6K -0.51% $0.00 11.4M May 1, 2023 Class A Common Stock 57.6K Direct F1, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Peformance stock units ("PSUs") convert into Class A Common Stock on a one-for-one basis upon vesting and settlement.
F2 This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person in August 2022 which provides for an automatic sale of a sufficient number of shares to cover the tax withholding liability associated with the vesting and settlement of the 57,632 PSUs reported above.
F3 This transaction was executed in multiple trades during the day at prices ranging from $8.35 to $9.3499. The weighted-average price is reported above. The Reporting Person hereby undertakes to provide to the SEC staff, the Issuer, or any security holder of the Issuer, upon request, full information regarding the number of shares and prices at which the trades were made.
F4 On October 8, 2019, the Reporting Person was granted 13,831,829 market-based PSUs under the Robinhood Markets, Inc ("Robinhood") Amended and Restated 2013 Stock Plan. 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 were initially tested based on Robinhood's initial public offering ("IPO") price, and thereafter are tested based on its trailing 60-trading-day average daily VWAP. When a share-price goal is achieved, 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.