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Get filing alertsCerebras raises IPO price 29% to $155/share, upsizes offering to 30M shares for $4.5B proceeds
Filed May 11, 2026 · Compared to S-1/A May 4, 2026 · ~2 min read
Offering filing cluster
Same offering- S-1 Apr 17, 2026 Cerebras Systems files to go public; preliminary S-1 discloses 750MW OpenAI commitment, $1B working capital loan, and 20-to-1 dual-class structure EDGAR →
- S-1/A May 4, 2026 Cerebras prices $3.2B IPO at $120/share; insiders retain 99% voting control via dual-class stock EDGAR →
- S-1/A May 11, 2026 This filing EDGAR →
- 424B4 May 14, 2026 Cerebras Systems prices 30M-share IPO at $185.00, raising $5.4B net proceeds EDGAR →
- 8-K May 15, 2026 Cerebras completes IPO: 34.5M Class A shares at $185 (~$6.38B gross; filing rounds to ~$6.38B (34.5M × $185; filing rounds to $6.4B)) EDGAR →
Key Changes
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IPO price range increased from $120 to $155 per share (29% increase), raising estimated net proceeds from $3.2 billion to $4.5 billion. Offering size expanded from 28 million to 30 million shares, reflecting stronger market demand.
Offering: IPO pricing and net proceeds verify on EDGAR → -
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RSU tax withholding obligation jumped from $230 million to $330 million (43% increase), driven by higher IPO price and 4.8 million RSUs vesting at offering. This cash outflow reduces net proceeds available for operations.
Use of Proceeds: RSU tax withholding verify on EDGAR → -
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Post-year-end RSU grants surged from 113,000 to 5.3 million shares (47x increase), materially expanding future equity dilution. Combined with 10.4 million unvested RSUs from December 31, total overhang is 15.7 million shares.
Offering: RSU vesting schedule detail verify on EDGAR →
2 more material changes behind this preview — plus the full narrative summary, section-by-section diffs against the prior filing, and verbatim quotes with EDGAR citations.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 26, 2026 · How we verify