Sec Form 3 Filing - Chandna Asheem @ Rubrik, Inc. - 2024-04-24

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Chandna Asheem
2. Issuer Name and Ticker or Trading Symbol
Rubrik, Inc. [ RBRK]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O GREYLOCK PARTNERS, 2550 SAND HILL ROAD, SUITE 200
3. Date of Earliest Transaction (MM/DD/YY)
04/24/2024
(Street)
MENLO PARK, CA94025
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Series B Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock 11,583,248 I By Greylock XIV Limited Partnership ( 2 )
Series B Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock 643,512 I By Greylock XIV-A Limited Partnership ( 3 )
Series B Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock 643,512 I By Greylock XIV Principals LLC ( 4 )
Series C Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock 1,950,165 I By Greylock XIV Limited Partnership ( 2 )
Series C Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock 108,342 I By Greylock XIV-A Limited Partnership ( 3 )
Series C Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock 108,342 I By Greylock XIV Principals LLC ( 4 )
Series D Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock 3,417,116 I By Greylock XIV Limited Partnership ( 2 )
Series D Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock 189,840 I By Greylock XIV-A Limited Partnership ( 3 )
Series D Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock 189,840 I By Greylock XIV Principals LLC ( 4 )
Series E Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock 955,260 I By Greylock XIV Limited Partnership ( 2 )
Series E Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock 53,070 I By Greylock XIV-A Limited Partnership ( 3 )
Series E Preferred Stock ( 1 ) ( 1 ) ( 1 ) Class B Common Stock 53,070 I By Greylock XIV Principals LLC ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Chandna Asheem
C/O GREYLOCK PARTNERS
2550 SAND HILL ROAD, SUITE 200
MENLO PARK, CA94025
X X
Signatures
/s/ Anne-Kathrin Lalendran, Attorney-in-Fact 04/24/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The Series B Preferred Stock, Series C Preferred Stock, Series D Preferred Stock and Series E Preferred Stock each is convertible on a one-for-one basis into Class B Common Stock at any time at the holder's election and will convert automatically upon the closing of the Issuer's initial public offering and has no expiration date.
( 2 )The shares are held of record by Greylock XIV Limited Partnership, or Greylock XIV LP. Greylock XIV GP LLC, or Greylock XIV GP, is the general partner of Greylock XIV LP. Greylock XIV GP may be deemed to share voting and dispositive power with regard to the shares held directly by Greylock XIV LP and may be deemed to have indirect beneficial ownership of an indeterminate number of such shares. The Reporting Person is one of the managing members of Greylock XIV GP, and may be deemed to share voting and investment power over the shares held by Greylock XIV LP. The Reporting Person disclaims beneficial ownership of these shares and this report shall not be deemed an admission that he is the beneficial owner of such shares, except to the extent of his pecuniary interest, if any.
( 3 )The shares are held of record by Greylock XIV-A Limited Partnership, or Greylock XIV-A LP. Greylock XIV GP is the general partner of Greylock XIV-A LP. Greylock XIV GP may be deemed to share voting and dispositive power with regard to the shares held directly by Greylock XIV-A LP and may be deemed to have indirect beneficial ownership of an indeterminate number of such shares. The Reporting Person is one of the managing members of Greylock XIV GP, and may be deemed to share voting and investment power over the shares held by Greylock XIV-A LP. The Reporting Person disclaims beneficial ownership of these shares and this report shall not be deemed an admission that he is the beneficial owner of such shares, except to the extent of his pecuniary interest, if any.
( 4 )The shares are held of record by Greylock XIV Principals LLC, or Greylock XIV Principals. Greylock XIV GP is the manager of Greylock XIV Principals. Greylock XIV GP may be deemed to share voting and dispositive power with regard to the shares held directly by Greylock XIV Principals and may be deemed to have indirect beneficial ownership of an indeterminate number of such shares. The Reporting Person is one of the managing members of Greylock XIV GP, and may be deemed to share voting and investment power over the shares held by Greylock XIV Principals. The Reporting Person disclaims beneficial ownership of these shares and this report shall not be deemed an admission that he is the beneficial owner of such shares, except to the extent of his pecuniary interest, if any.

Remarks:
Exhibit 24 Power of Attorney

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