=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2026-09-04
10b5-1 Pre-arranged Plan: No
--- Issuer ---
Name: Cerebras Systems Inc. (CBRS)
CIK: 0002021728
--- Reporting Owner ---
Name: Feldman Andrew D.
CIK: 0002039573
Role: Director, Officer (CEO, President)
--- Non-Derivative Transactions ---
[Transaction #1]
Security: Class A Common Stock
Date: 2026-09-04 | Code: C (Conversion of derivative)
Shares: +37,441 | Price: $0.00
Shares Owned After: 54,294 | Ownership: D (Direct)
Footnotes:
[F1] The Class B Common Stock is convertible into an equal number of Class A Common Stock at any time, at the Reporting Person's election, and has no expiration date.
[F1] The Class B Common Stock is convertible into an equal number of Class A Common Stock at any time, at the Reporting Person's election, and has no expiration date.
[Transaction #2]
Security: Class A Common Stock
Date: 2026-09-04 | Code: S (Open market sale)
Shares: -1,100 | Price: $199.18
Total Value: $219,098.00
Shares Owned After: 53,194 | Ownership: D (Direct)
Footnotes:
[F2] The sale reported on this Form 4 represents shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2026.
[F3] The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $199.00 to $199.87, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
[Transaction #3]
Security: Class A Common Stock
Date: 2026-09-04 | Code: S (Open market sale)
Shares: -300 | Price: $200.79
Total Value: $60,237.00
Shares Owned After: 52,894 | Ownership: D (Direct)
Footnotes:
[F2] The sale reported on this Form 4 represents shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2026.
[F4] The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $200.16 to $201.12, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
[Transaction #4]
Security: Class A Common Stock
Date: 2026-09-04 | Code: S (Open market sale)
Shares: -300 | Price: $201.75
Total Value: $60,525.00
Shares Owned After: 52,594 | Ownership: D (Direct)
Footnotes:
[F2] The sale reported on this Form 4 represents shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2026.
[F5] The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $201.45 to $202.11, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
[Transaction #5]
Security: Class A Common Stock
Date: 2026-09-04 | Code: S (Open market sale)
Shares: -900 | Price: $202.97
Total Value: $182,673.00
Shares Owned After: 51,694 | Ownership: D (Direct)
Footnotes:
[F2] The sale reported on this Form 4 represents shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2026.
[F6] The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $202.59 to $203.43, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
[Transaction #6]
Security: Class A Common Stock
Date: 2026-09-04 | Code: S (Open market sale)
Shares: -1,200 | Price: $204.06
Total Value: $244,872.00
Shares Owned After: 50,494 | Ownership: D (Direct)
Footnotes:
[F2] The sale reported on this Form 4 represents shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2026.
[F7] The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $203.65 to $204.62, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
[Transaction #7]
Security: Class A Common Stock
Date: 2026-09-04 | Code: S (Open market sale)
Shares: -800 | Price: $206.30
Total Value: $165,040.00
Shares Owned After: 49,694 | Ownership: D (Direct)
Footnotes:
[F2] The sale reported on this Form 4 represents shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2026.
[F8] The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $206.02 to $206.53, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
[Transaction #8]
Security: Class A Common Stock
Date: 2026-09-04 | Code: S (Open market sale)
Shares: -1,500 | Price: $207.80
Total Value: $311,700.00
Shares Owned After: 48,194 | Ownership: D (Direct)
Footnotes:
[F2] The sale reported on this Form 4 represents shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2026.
[F9] The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $207.21 to $208.19, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
[Transaction #9]
Security: Class A Common Stock
Date: 2026-09-04 | Code: S (Open market sale)
Shares: -1,707 | Price: $208.84
Total Value: $356,489.88
Shares Owned After: 46,487 | Ownership: D (Direct)
Footnotes:
[F2] The sale reported on this Form 4 represents shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2026.
[F10] The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $208.39 to $209.38, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
[Transaction #10]
Security: Class A Common Stock
Date: 2026-09-04 | Code: S (Open market sale)
Shares: -6,721 | Price: $209.99
Total Value: $1,411,342.79
Shares Owned After: 39,766 | Ownership: D (Direct)
Footnotes:
[F2] The sale reported on this Form 4 represents shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2026.
[F11] The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $209.41 to $210.34, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
[Transaction #11]
Security: Class A Common Stock
Date: 2026-09-04 | Code: S (Open market sale)
Shares: -6,153 | Price: $210.91
Total Value: $1,297,729.23
Shares Owned After: 33,613 | Ownership: D (Direct)
Footnotes:
[F2] The sale reported on this Form 4 represents shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2026.
[F12] The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $210.42 to $211.42, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
[Transaction #12]
Security: Class A Common Stock
Date: 2026-09-04 | Code: S (Open market sale)
Shares: -7,439 | Price: $211.85
Total Value: $1,575,952.15
Shares Owned After: 26,174 | Ownership: D (Direct)
Footnotes:
[F2] The sale reported on this Form 4 represents shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2026.
[F13] The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $211.42 to $212.39, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
[Transaction #13]
Security: Class A Common Stock
Date: 2026-09-04 | Code: S (Open market sale)
Shares: -3,324 | Price: $213.04
Total Value: $708,144.96
Shares Owned After: 22,850 | Ownership: D (Direct)
Footnotes:
[F2] The sale reported on this Form 4 represents shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2026.
[F14] The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $212.50 to $213.49, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
[Transaction #14]
Security: Class A Common Stock
Date: 2026-09-04 | Code: S (Open market sale)
Shares: -3,897 | Price: $213.95
Total Value: $833,763.15
Shares Owned After: 18,953 | Ownership: D (Direct)
Footnotes:
[F2] The sale reported on this Form 4 represents shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2026.
[F15] The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $213.50 to $214.48, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
[Transaction #15]
Security: Class A Common Stock
Date: 2026-09-04 | Code: S (Open market sale)
Shares: -1,400 | Price: $214.98
Total Value: $300,972.00
Shares Owned After: 17,553 | Ownership: D (Direct)
Footnotes:
[F2] The sale reported on this Form 4 represents shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2026.
[F16] The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $214.52 to $215.33, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
[Transaction #16]
Security: Class A Common Stock
Date: 2026-09-04 | Code: S (Open market sale)
Shares: -600 | Price: $215.81
Total Value: $129,486.00
Shares Owned After: 16,953 | Ownership: D (Direct)
Footnotes:
[F2] The sale reported on this Form 4 represents shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2026.
[F17] The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $215.53 to $216.06, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
[Transaction #17]
Security: Class A Common Stock
Date: 2026-09-04 | Code: S (Open market sale)
Shares: -100 | Price: $216.62
Total Value: $21,662.00
Shares Owned After: 16,853 | Ownership: D (Direct)
Footnotes:
[F2] The sale reported on this Form 4 represents shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2026.
[Transaction #18]
Security: Class A Common Stock
Date: 2026-09-08 | Code: J (Other acquisition/disposition)
Shares: +120 | Price: $0.00
Shares Owned After: 806 | Ownership: I (Indirect) | Nature: By Feldman Bravo Family Trust
Footnotes:
[F18] Represents a pro-rata, in-kind distribution not for additional consideration.
--- Derivative Transactions ---
[Transaction #1]
Security: Stock Option
Date: 2026-09-04 | Code: M (Exercise of derivative)
Shares: -37,441 | Price: $0.00
Exercise Price: $2.72
Exercisable: N/A | Expires: 2030-12-07
Shares Owned After: 525,000 | Ownership: D (Direct)
Footnotes:
[F19] The stock option is fully vested and exercisable.
[Transaction #2]
Security: Class B Common Stock
Date: 2026-09-04 | Code: M (Exercise of derivative)
Shares: +37,441 | Price: $0.00
Shares Owned After: 13,982,575 | Ownership: D (Direct)
Footnotes:
[F1] The Class B Common Stock is convertible into an equal number of Class A Common Stock at any time, at the Reporting Person's election, and has no expiration date.
[F1] The Class B Common Stock is convertible into an equal number of Class A Common Stock at any time, at the Reporting Person's election, and has no expiration date.
[F1] The Class B Common Stock is convertible into an equal number of Class A Common Stock at any time, at the Reporting Person's election, and has no expiration date.
[Transaction #3]
Security: Class B Common Stock
Date: 2026-09-04 | Code: C (Conversion of derivative)
Shares: -37,441 | Price: $0.00
Shares Owned After: 13,945,134 | Ownership: D (Direct)
Footnotes:
[F1] The Class B Common Stock is convertible into an equal number of Class A Common Stock at any time, at the Reporting Person's election, and has no expiration date.
[F1] The Class B Common Stock is convertible into an equal number of Class A Common Stock at any time, at the Reporting Person's election, and has no expiration date.
[F1] The Class B Common Stock is convertible into an equal number of Class A Common Stock at any time, at the Reporting Person's election, and has no expiration date.
--- Holdings ---
[Holding #1]
Security: Class B Common Stock
Ownership: I (Indirect)
Footnotes:
[F1] The Class B Common Stock is convertible into an equal number of Class A Common Stock at any time, at the Reporting Person's election, and has no expiration date.
[F1] The Class B Common Stock is convertible into an equal number of Class A Common Stock at any time, at the Reporting Person's election, and has no expiration date.
[F1] The Class B Common Stock is convertible into an equal number of Class A Common Stock at any time, at the Reporting Person's election, and has no expiration date.
[Holding #2]
Security: Class B Common Stock
Ownership: I (Indirect)
Footnotes:
[F1] The Class B Common Stock is convertible into an equal number of Class A Common Stock at any time, at the Reporting Person's election, and has no expiration date.
[F1] The Class B Common Stock is convertible into an equal number of Class A Common Stock at any time, at the Reporting Person's election, and has no expiration date.
[F1] The Class B Common Stock is convertible into an equal number of Class A Common Stock at any time, at the Reporting Person's election, and has no expiration date.
--- Footnotes (Complete Index) ---
F1: The Class B Common Stock is convertible into an equal number of Class A Common Stock at any time, at the Reporting Person's election, and has no expiration date.
F10: The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $208.39 to $209.38, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
F11: The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $209.41 to $210.34, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
F12: The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $210.42 to $211.42, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
F13: The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $211.42 to $212.39, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
F14: The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $212.50 to $213.49, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
F15: The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $213.50 to $214.48, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
F16: The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $214.52 to $215.33, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
F17: The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $215.53 to $216.06, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
F18: Represents a pro-rata, in-kind distribution not for additional consideration.
F19: The stock option is fully vested and exercisable.
F2: The sale reported on this Form 4 represents shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 20, 2026.
F3: The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $199.00 to $199.87, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
F4: The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $200.16 to $201.12, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
F5: The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $201.45 to $202.11, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
F6: The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $202.59 to $203.43, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
F7: The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $203.65 to $204.62, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
F8: The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $206.02 to $206.53, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
F9: The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $207.21 to $208.19, inclusive. Upon request by the staff of the Securities and Exchange commission, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
--- Signature ---
/s/ /s/ Robert Mills, Attorney-in-fact (2026-09-08)