SEC FORM 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person ^*

SIEBEL THOMAS M

(Last)

(First)

(Middle)

C/O C3.AI, INC.

1400 SEAPORT BLVD

(Street)

REDWOOD CITY

94603

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
C3.ai, Inc. [ AI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
CEO and Chairman of the Board

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	09/30/2026		G		239	A	$ 0	45,822 ⁽¹⁾	I	See Footnote ⁽²⁾
Class A Common Stock	09/30/2026		G		239	A	$ 0	59,326 ⁽¹⁾	I	See Footnote ⁽³⁾
Class A Common Stock	09/30/2026		G		239	A	$ 0	39,639 ⁽¹⁾	I	See Footnote ⁽⁴⁾
Class A Common Stock	09/30/2026		G		239	A	$ 0	2,552 ⁽¹⁾	I	See Footnote ⁽⁵⁾
Class A Common Stock								722,362	D
Class A Common Stock								7,105,832 ⁽¹⁾	I	See Footnote ⁽⁶⁾
Class A Common Stock								13,066 ⁽¹⁾	I	See Footnote ⁽⁷⁾
Class A Common Stock								37,327 ⁽¹⁾	I	See Footnote ⁽⁸⁾
Class A Common Stock								54,616 ⁽¹⁾	I	See Footnote ⁽⁹⁾
Class A Common Stock								1,237,115 ⁽¹⁰⁾	I	See Footnote ⁽¹¹⁾

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Class B Common Stock	⁽¹²⁾	09/30/2026		G		106,793		⁽¹²⁾	⁽¹²⁾	Class A Common Stock	106,793	$ 0	106,793	I	See Footnote ⁽²⁾
Class B Common Stock	⁽¹²⁾	09/30/2026		G		106,793		⁽¹²⁾	⁽¹²⁾	Class A Common Stock	106,793	$ 0	106,793	I	See Footnote ⁽³⁾
Class B Common Stock	⁽¹²⁾	09/30/2026		G		106,793		⁽¹²⁾	⁽¹²⁾	Class A Common Stock	106,793	$ 0	106,793	I	See Footnote ⁽⁴⁾
Class B Common Stock	⁽¹²⁾	09/30/2026		G		106,793		⁽¹²⁾	⁽¹²⁾	Class A Common Stock	106,793	$ 0	106,793	I	See Footnote ⁽⁵⁾
Class B Common Stock	⁽¹²⁾							⁽¹²⁾	⁽¹²⁾	Class A Common Stock	2,072,820		2,072,820	I	See Footnote ⁽⁶⁾
Class B Common Stock	⁽¹²⁾							⁽¹²⁾	⁽¹²⁾	Class A Common Stock	500,000		500,000	I	See Footnote ⁽⁷⁾

Explanation of Responses:

1. Includes shares of Class A Common Stock received in pro-rata distributions of all 170,294 and 72,695 shares of Class A Common Stock held by Siebel Asset Management L.P. and Siebel Asset Management III, L.P., respectively, to their partners in transactions that constituted a change in beneficial ownership exempt under Rule 16a-13.

2. The shares are held by RS DE Investments LLC, of which the Reporting Person is the manager.

3. The shares are held by CS DE Investments LLC, of which the Reporting Person is the manager.

4. The shares are held by TS DE Investments LLC, of which the Reporting Person is the manager.

5. The shares are held by HS DE Investments LLC, of which the Reporting Person is the manager.

6. The shares are held by The Siebel Living Trust u/a/d 7/27/93, as amended, of which the Reporting Person is trustee.

7. The shares are held by First Virtual Holdings, LLC, of which the Reporting Person is trustee.

8. The shares are held by HS ET DE Investments LLC, of which the Reporting Person is the manager.

9. The shares are held by Siebel Legacy Investments I LLC, of which the Reporting Person is the manager.

10. Represents shares of Class A Common Stock transferred from The Siebel 2011 Irrevocable Children's Trust in a transaction that constituted a change in beneficial ownership exempt under Rule 16a-13.

11. The shares are held by Siebel Legacy Investments II LLC, of which the Reporting Person is the manager.

12. Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock.

	/s/ Tom MacMitchell, Attorney-in-Fact	10/02/2026
	** Signature of Reporting Person	Date
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