Vladimir Tenev - Sep 12, 2025 Form 4 Insider Report for Robinhood Markets, Inc. (HOOD)

Signature
/s/ Matthew Yorkavich, attorney-in-fact for Vladimir Tenev
Stock symbol
HOOD
Transactions as of
Sep 12, 2025
Transactions value $
-$403,973,892
Form type
4
Date filed
9/16/2025, 03:51 PM
Previous filing
Jul 18, 2025
Next filing
Oct 3, 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Tenev Vladimir Chief Executive Officer, Director C/O ROBINHOOD MARKETS, INC., 85 WILLOW ROAD, MENLO PARK /s/ Matthew Yorkavich, attorney-in-fact for Vladimir Tenev 2025-09-16 0001871006

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HOOD Class A Common Stock Options Exercise +6.92M 6.92M Sep 12, 2025 Direct F1
transaction HOOD Class A Common Stock Sale -$32.8M -290K -4.19% $113.10 6.63M Sep 15, 2025 Direct F2, F3
transaction HOOD Class A Common Stock Sale -$129M -1.13M -17.04% $114.11 5.5M Sep 15, 2025 Direct F2, F4
transaction HOOD Class A Common Stock Sale -$203M -1.77M -32.17% $114.88 3.73M Sep 15, 2025 Direct F2, F5
transaction HOOD Class A Common Stock Sale -$38.9M -336K -9.01% $115.76 3.39M Sep 15, 2025 Direct F2, F6
transaction HOOD Class A Common Stock Sale -$354K -3.04K -0.09% $116.48 3.39M Sep 15, 2025 Direct F2, F7
transaction HOOD Class A Common Stock Disposed to Issuer -3.39M -100% 0 Sep 16, 2025 Direct F8
holding HOOD Class A Common Stock 6.91K Sep 12, 2025 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 -6.92M -100% $0.00 0 Sep 12, 2025 Common Stock 6.92M Direct F9
transaction HOOD Class B Common Stock Award +3.39M +7.23% 50.3M Sep 16, 2025 Class A Common Stock 3.39M Direct F8, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Performance stock units ("PSUs") convert into Class A Common Stock on a one-for-one basis upon vesting and settlement.
F2 Represents a mandatory sale of a sufficient number of shares to cover the tax withholding liability associated with the vesting and settlement of the 6,915,914 PSUs reported above. Sale occurred for purposes of satisfying tax obligations and does not represent a discretionary sale by the Reporting Person.
F3 This transaction was executed in multiple trades during the day at prices ranging from $112.45 to $113.44. 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 This transaction was executed in multiple trades during the day at prices ranging from $113.45 to $114.445. 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.
F5 This transaction was executed in multiple trades during the day at prices ranging from $114.45 to $115.44. 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.
F6 This transaction was executed in multiple trades during the day at prices ranging from $115.45 to $116.43. 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.
F7 This transaction was executed in multiple trades during the day at prices ranging from $116.45 to $116.50. 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.
F8 In connection with Robinhood Markets, Inc. ("Robinhood")'s initial public offering ("IPO"), Robinhood entered into an equity exchange right agreement with the Reporting Person and related entities. Pursuant to the equity exchange right agreement, the Reporting Person has a right (an "Equity Exchange Right") to require Robinhood to exchange, for shares of Class B Common Stock, any shares of Class A Common Stock received by him upon the vesting and settlement of restricted stock units ("RSUs"). The Equity Exchange Right applies only to RSUs granted to the Reporting Person prior to the closing of Robinhood's IPO on July 29, 2021. Such RSUs include the PSUs that settled on September 15, 2025 for 3,389,982 shares of Class A Common Stock and for which the Reporting Person has exercised his right to require Robinhood to exchange for shares of Class B Common Stock on a one-for-one basis pursuant to the equity exchange right agreement.
F9 On October 8, 2019, the Reporting Person was granted 13,831,829 PSUs under Robinhood's Amended and Restated 2013 Stock Plan. Portions of the award become eligible to vest based on share- price goals of $30.45 (20% portion), $50.75 (30% portion), and $101.50 (50% portion). Following the IPO, these goals are tested based on our 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 vesting on a time-based service schedule ending on August 1, 2024, subject to the Reporting Person's continued service through the applicable share price goal achievement date. Because the time-based vesting schedule has been satisfied, the Reporting Person becomes vested in full in any tranche that satisfies the share price goal, subject to his continued service as of such achievement. This transaction reflects the settlement on September 15, 2025 of 6,915,914 PSUs allocated to $101.50 share price goal.
F10 Shares of Class B Common Stock are convertible into Class A Common Stock on a one-for-one basis (a) at the holder's election, (b) upon certain transfers of such shares, or (c) in connection with the holder's death or disability in certain circumstances and, if not previously converted, will so convert at the earlier of (i) certain dates determined either by a vote of the holders of the shares of Class B Common Stock or by Robinhood's Board of Directors as described in Robinhood's Charter or (ii) August 2, 2036.