=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2026-01-05
10b5-1 Pre-arranged Plan: Yes
--- Issuer ---
Name: Robinhood Markets, Inc. (HOOD)
CIK: 0001783879
--- Reporting Owner ---
Name: Tenev Vladimir
CIK: 0001871006
Role: Director, Officer (Chief Executive Officer)
--- Non-Derivative Transactions ---
[Transaction #1]
Security: Class A Common Stock
Date: 2026-01-05 | Code: C (Conversion of derivative)
Shares: +375,000
Shares Owned After: 375,000 | Ownership: D (Direct)
Footnotes:
[F1] As part of the transaction effected on January 5, 2026 pursuant to the Rule 10b5-1 trading plan adopted by the Reporting Person on September 5, 2025 ("Tenev 10b5-1 plan"), the Reporting Person sold
375,000 shares of his Class B Common Stock, resulting in an automatic conversion of the shares into Class A Common Stock upon execution of the sale.
[Transaction #2]
Security: Class A Common Stock
Date: 2026-01-05 | Code: S (Open market sale)
Shares: -22,155 | Price: $118.38
Total Value: $2,622,604.77
Shares Owned After: 352,845 | Ownership: D (Direct)
Footnotes:
[F2] This transaction was effected pursuant to the Tenev 10b5-1 plan
[F3] This transaction was executed in multiple trades during the day at prices ranging from $117.79 to $118.78. 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.
[Transaction #3]
Security: Class A Common Stock
Date: 2026-01-05 | Code: S (Open market sale)
Shares: -39,197 | Price: $119.31
Total Value: $4,676,523.52
Shares Owned After: 313,648 | Ownership: D (Direct)
Footnotes:
[F2] This transaction was effected pursuant to the Tenev 10b5-1 plan
[F4] This transaction was executed in multiple trades during the day at prices ranging from $118.79 to $119.76. 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.
[Transaction #4]
Security: Class A Common Stock
Date: 2026-01-05 | Code: S (Open market sale)
Shares: -44,893 | Price: $120.13
Total Value: $5,393,162.19
Shares Owned After: 268,755 | Ownership: D (Direct)
Footnotes:
[F2] This transaction was effected pursuant to the Tenev 10b5-1 plan
[F5] This transaction was executed in multiple trades during the day at prices ranging from $119.79 to $120.75. 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.
[Transaction #5]
Security: Class A Common Stock
Date: 2026-01-05 | Code: S (Open market sale)
Shares: -49,521 | Price: $121.62
Total Value: $6,022,947.06
Shares Owned After: 219,234 | Ownership: D (Direct)
Footnotes:
[F2] This transaction was effected pursuant to the Tenev 10b5-1 plan
[F6] This transaction was executed in multiple trades during the day at prices ranging from $120.89 to $121.88. 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.
[Transaction #6]
Security: Class A Common Stock
Date: 2026-01-05 | Code: S (Open market sale)
Shares: -146,760 | Price: $122.46
Total Value: $17,971,980.11
Shares Owned After: 72,474 | Ownership: D (Direct)
Footnotes:
[F2] This transaction was effected pursuant to the Tenev 10b5-1 plan
[F7] This transaction was executed in multiple trades during the day at prices ranging from $121.89 to $122.88. 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.
[Transaction #7]
Security: Class A Common Stock
Date: 2026-01-05 | Code: S (Open market sale)
Shares: -72,474 | Price: $123.11
Total Value: $8,922,542.29
Shares Owned After: 0 | Ownership: D (Direct)
Footnotes:
[F2] This transaction was effected pursuant to the Tenev 10b5-1 plan
[F8] This transaction was executed in multiple trades during the day at prices ranging from $122.89 to $123.35. 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.
--- Derivative Transactions ---
[Transaction #1]
Security: Class B Common Stock
Date: 2026-01-05 | Code: C (Conversion of derivative)
Shares: -375,000 | Price: $0.00
Shares Owned After: 49,044,572 | Ownership: D (Direct)
Footnotes:
[F1] As part of the transaction effected on January 5, 2026 pursuant to the Rule 10b5-1 trading plan adopted by the Reporting Person on September 5, 2025 ("Tenev 10b5-1 plan"), the Reporting Person sold
375,000 shares of his Class B Common Stock, resulting in an automatic conversion of the shares into Class A Common Stock upon execution of the sale.
[F1] As part of the transaction effected on January 5, 2026 pursuant to the Rule 10b5-1 trading plan adopted by the Reporting Person on September 5, 2025 ("Tenev 10b5-1 plan"), the Reporting Person sold
375,000 shares of his Class B Common Stock, resulting in an automatic conversion of the shares into Class A Common Stock upon execution of the sale.
[F1] As part of the transaction effected on January 5, 2026 pursuant to the Rule 10b5-1 trading plan adopted by the Reporting Person on September 5, 2025 ("Tenev 10b5-1 plan"), the Reporting Person sold
375,000 shares of his Class B Common Stock, resulting in an automatic conversion of the shares into Class A Common Stock upon execution of the sale.
--- Holdings ---
[Holding #1]
Security: Class A Common Stock
Ownership: I (Indirect)
--- Footnotes (Complete Index) ---
F1: As part of the transaction effected on January 5, 2026 pursuant to the Rule 10b5-1 trading plan adopted by the Reporting Person on September 5, 2025 ("Tenev 10b5-1 plan"), the Reporting Person sold
375,000 shares of his Class B Common Stock, resulting in an automatic conversion of the shares into Class A Common Stock upon execution of the sale.
F2: This transaction was effected pursuant to the Tenev 10b5-1 plan
F3: This transaction was executed in multiple trades during the day at prices ranging from $117.79 to $118.78. 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 $118.79 to $119.76. 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 $119.79 to $120.75. 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 $120.89 to $121.88. 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 $121.89 to $122.88. 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: This transaction was executed in multiple trades during the day at prices ranging from $122.89 to $123.35. 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.
--- Signature ---
/s/ /s/ Matthew Yorkavich, attorney-in-fact for Vladimir Tenev (2026-01-07)
