0.00% Convertible Senior Notes due 2030
Note · Rubrik, Inc.
Reference: 0.00% Convertible Senior Notes due 2030
- Original principal
- USD 1,150,000,000
- Outstanding
- —
- Commitment
- —
- Availability
- —
- Maturity
- Jun 15, 2030
Last reported interest terms: 0% Reported 2025-06-13 Later filings may not restate these terms; this does not confirm they still apply.
Covenant terms for this agreement are not yet verified.
Documents and filing history
-
Issuance
· 2025-06-13
Original principal USD 1,150,000,000 Exact source document
Parent 8-K filing · 2025-06-13
#### On June 13, 2025, Rubrik, Inc. (the “Company”) completed its previously announced private offering (the “Offering”) of $1.15 billion aggregate principal amount of 0.00% Convertible Senior Notes due 2030 (the “Notes”), including the exercise in full of the initial purchasers’ option to purchase up to an additional $150.0 million principal amount of the Notes. The Notes were issued pursuant to an indenture, dated June 13, 2025 (the “Indenture”), between the Company and U.S. Bank Trust Company, National Association, as trustee.
Issuer evidence: #### On June 13, 2025, Rubrik, Inc. (the “Company”) completed its previously announced private offering (the “Offering”) of $1.15 billion aggregate principal amount of 0.00% Convertible Senior Notes due 2030 (the “Notes”), including the exercise in full of the initial purchasers’ option to purchase up to an additional $150.0 million principal amount of the Notes. The Notes were issued pursuant to an indenture, dated June 13, 2025 (the “Indenture”), between the Company and U.S. Bank Trust Company, National Association, as trustee.
Supporting evidence: #### The Notes are general unsecured obligations of the Company and will mature on June 15, 2030, unless earlier converted, redeemed or repurchased. The Notes will not bear regular interest, and the principal amount of the Notes will not accrete. Special interest, if any, will be payable semiannually in arrears on June 15 and December 15 of each year, beginning on December 15, 2025 (if and to the extent that special interest is then payable on the Notes). The Notes are convertible at the option of the holders at any time prior to the close of business on the business day immediately preceding March 15, 2030, only upon satisfaction of one or more of the following conditions: (1) during any fiscal quarter commencing after the fiscal quarter ending on October 31, 2025 (and only during such fiscal quarter), if the last reported sale price of the Company’s Class A common stock, par value $0.000025 per share (the “Common Stock”), for at least 20 trading days (whether or not consecutive) during a period of 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding fiscal quarter is greater than or equal to 130% of the conversion price for the Notes on each applicable trading day; (2) during the five business day period after any ten consecutive trading day period (the “measurement period”) in which the trading price (as defined in the Indenture) per $1,000 principal amount of the Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of the Common Stock and the conversion rate for the Notes on each such trading day; (3) if the Company calls such Notes for redemption, at any time prior to the close of business on the second scheduled trading day immediately preceding the redemption date, but only with respect to the Notes called (or deemed called) for redemption; or (4) upon the occurrence of specified corporate events as set forth in the Indenture. On or after March 15, 2030, until the close of business on the second scheduled trading day immediately preceding the maturity date, holders may convert all or any portion of their Notes at their option at any time, regardless of the foregoing conditions. Upon conversion, the Company will pay or deliver, as the case may be, cash, shares of Common Stock or a combination of cash and shares of Common Stock, at the Company’s election, in the manner and subject to the terms and conditions provided in the Indenture.
Supporting evidence: #### On June 13, 2025, Rubrik, Inc. (the “Company”) completed its previously announced private offering (the “Offering”) of $1.15 billion aggregate principal amount of 0.00% Convertible Senior Notes due 2030 (the “Notes”), including the exercise in full of the initial purchasers’ option to purchase up to an additional $150.0 million principal amount of the Notes. The Notes were issued pursuant to an indenture, dated June 13, 2025 (the “Indenture”), between the Company and U.S. Bank Trust Company, National Association, as trustee.
Supporting evidence: #### On June 13, 2025, Rubrik, Inc. (the “Company”) completed its previously announced private offering (the “Offering”) of $1.15 billion aggregate principal amount of 0.00% Convertible Senior Notes due 2030 (the “Notes”), including the exercise in full of the initial purchasers’ option to purchase up to an additional $150.0 million principal amount of the Notes. The Notes were issued pursuant to an indenture, dated June 13, 2025 (the “Indenture”), between the Company and U.S. Bank Trust Company, National Association, as trustee.