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Filing Details

Accession Number:: 0001783879-21-000096
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2021-12-03 20:41:20
Reporting Period:: 2021-12-01

Accepted Time:: 2021-12-03 20:41:20
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1783879	Robinhood Markets Inc.	HOOD	Security Brokers, Dealers & Flotation Companies (6211)	464364776

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1871006	Vladimir Tenev	C/O Robinhood Markets, Inc. 85 Willow Road Menlo Park CA 94025	Chief Executive Officer	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2021-12-01	239,134	$0.00	1,131,299	No	4	M	Direct
Class A Common Stock	Disposition	2021-12-02	119,044	$23.86	1,012,255	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Restricted Stock Units	Disposition	2021-12-01	181,501	$0.00	181,501	$0.00
Class A Common Stock	Market-Based Performance Stock Units	Disposition	2021-12-01	57,633	$0.00	57,633	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
544,505		2026-10-08	No	4	M	Direct
11,699,422		2025-12-31	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class A Common Stock	2,337	Indirect	By Living Trust

Footnotes

Restricted stock units ("RSUs") and performance stock units ("PSU"s) 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 $23.37 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.
Reflects the acquisition of 2,337 shares, for no consideration, pursuant to a pro-rata distribution that is exempt from Section 16 of the Securities Exchange Act of 1934, as amended, under Rule 16a-9(a). The reporting person received the shares in December 2021 from a limited liability company in which he beneficially holds a non-managing membership interest.
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.