0001783879-21-000092.txt : 20211203 0001783879-21-000092.hdr.sgml : 20211203 20211203204013 ACCESSION NUMBER: 0001783879-21-000092 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20211201 FILED AS OF DATE: 20211203 DATE AS OF CHANGE: 20211203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Bhatt Baiju CENTRAL INDEX KEY: 0001870914 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40691 FILM NUMBER: 211471701 MAIL ADDRESS: STREET 1: C/O ROBINHOOD MARKETS, INC. STREET 2: 85 WILLOW ROAD CITY: MENLO PARK STATE: CA ZIP: 94025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Robinhood Markets, Inc. CENTRAL INDEX KEY: 0001783879 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 464364776 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 85 WILLOW STREET CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 844-428-5411 MAIL ADDRESS: STREET 1: 85 WILLOW STREET CITY: MENLO PARK STATE: CA ZIP: 94025 4 1 wf-form4_163858200116397.xml FORM 4 X0306 4 2021-12-01 0 0001783879 Robinhood Markets, Inc. HOOD 0001870914 Bhatt Baiju C/O ROBINHOOD MARKETS, INC. 85 WILLOW ROAD MENLO PARK CA 94025 1 1 0 0 Chief Creative Officer Class A Common Stock 2021-12-01 4 M 0 239134 A 1131295 D Class A Common Stock 2021-12-02 4 S 0 119041 23.8641 D 1012254 D Class A Common Stock 2021-12-03 5 G 0 E 1012254 0 D 0 D Class A Common Stock 2021-12-03 5 G 0 E 1012254 0 A 1012254 I By Living Trust Restricted Stock Units 2021-12-01 4 M 0 181501 0 D 2026-10-08 Class A Common Stock 181501.0 544505 D Market-Based Performance Stock Units 2021-12-01 4 M 0 57633 0 D 2025-12-31 Class A Common Stock 57633.0 11699422 D Restricted stock units ("RSUs") and performance stock units ("PSUs") convert into Class A Common Stock on a one-for-one basis upon vesting and settlement. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person in July 2021, 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 239,134 RSUs and PSUs reported above This transaction was executed in multiple trades during the day at prices ranging from $23.34 to $24.26 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. This transfer reflects a contribution of shares from the Reporting Person to his living trust, which transfer is exempt under Rule 16a-13 because it effects only a change in the form of beneficial ownership without changing the Reporting Person's pecuniary interest in the shares. On October 8, 2019, the Reporting Person was granted 2,904,024 RSUs under the Robinhood Markets, Inc. ("Robinhood") Amended and Restated 2013 Stock Plan (the "2013 Plan"). 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 the Reporting Person's continued service with Robinhood through the applicable vesting date and subject to accelerated vesting in certain circumstances. The settlement transaction reported on this line represents RSUs that vested on November 1, 2021, for which Robinhood delayed settlement until the expiration of its initial public offering ("IPO") lock-up period. On October 8, 2019, the Reporting Person was granted 13,831,829 market-based 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 were initially tested based on Robinhood's 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. The settlement transaction reported on this line represents the portion of PSUs allocated to the $30.45 price level (which was satisfied by the IPO price) that vested upon satisfaction of the time-based service condition on November 1, 2021, for which Robinhood delayed settlement until the expiration of its IPO lock-up period. /s/ Christina Lai, attorney-in-fact for Baiju Bhatt 2021-12-03