Cognyte Software CRO reports 89,485 RSU shares

Cognyte Software Ltd. reports that Chief Revenue Officer Adam Richard Philpott beneficially owns 89,485 Ordinary Shares, all represented by restricted share units granted on July 20, 2026.

Accepted by SEC EDGAR 08/04/2026 - 08:10 AM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Cognyte Software Ltd. reports that Chief Revenue Officer Adam Richard Philpott beneficially owns 89,485 Ordinary Shares, all represented by restricted share units granted on July 20, 2026. These RSUs vest in six semi-annual installments from January 20, 2027 through July 20, 2029, with 14,914 shares vesting on each of the first five dates and 14,915 shares on the final date.

Insider Trade Summary

Holdings reported, no transactions

Holdings

Insider Philpott Adam Richard

Role Chief Revenue Officer

Type	Security	Shares	Price	Value
Holding	Ordinary Shares F1	--	--	--

Holdings: Ordinary Shares — 89,485 shares (Direct)

Footnotes (1)

1. F1. Includes 89,485 Ordinary Shares represented by restricted share units ("RSUs") granted on July 20, 2026, which vest in six equal semi-annual installments beginning six months after the grant date over a three-year period, as follows: 14,914 shares on January 20, 2027; 14,914 shares on July 20, 2027; 14,914 shares on January 20, 2028; 14,914 shares on July 20, 2028; 14,914 shares on January 20, 2029; and 14,915 shares on July 20, 2029.

Key Figures

Beneficial ownership: 89,485 Ordinary Shares RSU grant date: July 20, 2026 First vesting installment: 14,914 shares +3 more

6 metrics

Beneficial ownership 89,485 Ordinary Shares Total Ordinary Shares beneficially owned following the reported RSU grant

RSU grant date July 20, 2026 Grant date of the restricted share units representing the 89,485 shares

First vesting installment 14,914 shares Vesting on January 20, 2027 as the first of six semi-annual installments

Subsequent vesting installments 14,914 shares each Vesting on July 20, 2027; January 20, 2028; July 20, 2028; January 20, 2029

Final vesting installment 14,915 shares Vesting on July 20, 2029, completing the RSU vesting schedule

Vesting period length 3 years RSUs vest in six equal semi-annual installments over three years from grant date

Key Terms

restricted share units, Ordinary Shares, beneficially owns, semi-annual installments

4 terms

restricted share units financial

"Includes 89,485 Ordinary Shares represented by restricted share units ("RSUs") granted on July 20, 2026"

Restricted share units (RSUs) are a promise from a company to give an employee or service provider actual shares or cash equal to the shares after certain conditions are met, typically staying with the company for a set time or hitting performance targets. Think of them like a time-locked gift card that becomes usable only after you’ve earned it. For investors, RSUs matter because they align employee incentives with company performance and can increase the number of shares outstanding over time, diluting existing ownership and affecting earnings per share.

Ordinary Shares financial

"Includes 89,485 Ordinary Shares represented by restricted share units ("RSUs") granted on July 20, 2026"

Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.

beneficially owns financial

"reports that Chief Revenue Officer Adam Richard Philpott beneficially owns 89,485 Ordinary Shares"

Beneficially owns means a person or entity enjoys the economic benefits and control of a security even if the legal title or registration is held in another name. Think of it like having the keys and profits from a car that is registered to a friend: you use it, benefit from it, and make decisions about it even though the official paperwork lists someone else. For investors, this matters because it reveals who truly controls shares, affects voting power, potential conflicts of interest, and regulatory disclosure obligations.

semi-annual installments financial

"which vest in six equal semi-annual installments beginning six months after the grant date"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider ownership does CGNT executive Adam Richard Philpott report on this Form 3?

Adam Richard Philpott, Chief Revenue Officer of Cognyte Software Ltd. (CGNT), reports beneficial ownership of 89,485 Ordinary Shares. All of these shares are represented by restricted share units granted on July 20, 2026, subject to a multi-year vesting schedule.

How many Cognyte Software (CGNT) RSU shares are included in Adam Philpott’s holding?

The reported holding includes 89,485 Ordinary Shares represented by restricted share units. These RSUs were granted on July 20, 2026 and are scheduled to vest over three years in six semi-annual installments, subject to the detailed vesting dates disclosed.

What is the vesting schedule of the RSUs reported by CGNT’s Chief Revenue Officer?

The RSUs vest in six semi-annual installments: 14,914 shares on January 20, 2027; July 20, 2027; January 20, 2028; July 20, 2028; January 20, 2029; and 14,915 shares on July 20, 2029, completing the three-year vesting period.

Does this CGNT Form 3 show any insider share purchases or sales by Adam Philpott?

This disclosure reports beneficial ownership of Ordinary Shares represented by restricted share units and includes a holding entry. The structured data show no buy or sell transactions, only the number of shares beneficially owned following the reported grant.

What role does Adam Richard Philpott hold at Cognyte Software (CGNT) in this ownership report?

Adam Richard Philpott is identified as Chief Revenue Officer of Cognyte Software Ltd. in the ownership report. The Form 3 associates his executive role with the reported 89,485 Ordinary Shares represented by restricted share units subject to vesting conditions.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

Philpott Adam Richard

(Last) (First) (Middle)

C/O COGNYTE SOFTWARE LTD.

33 MASKIT STREET

(Street)

HERZLIYA 4673333

(City) (State) (Zip)

ISRAEL

(Country)

2. Date of Event Requiring Statement (Month/Day/Year)
08/01/2026

3. Issuer Name and Ticker or Trading Symbol
Cognyte Software Ltd. [ CGNT ]

3a. Foreign Trading Symbol

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Revenue Officer

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Ordinary Shares	89,485(1)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Includes 89,485 Ordinary Shares represented by restricted share units ("RSUs") granted on July 20, 2026, which vest in six equal semi-annual installments beginning six months after the grant date over a three-year period, as follows: 14,914 shares on January 20, 2027; 14,914 shares on July 20, 2027; 14,914 shares on January 20, 2028; 14,914 shares on July 20, 2028; 14,914 shares on January 20, 2029; and 14,915 shares on July 20, 2029.

Remarks:

Ex-24 POA

	/s/ Liam Eckstein, as Attorney-in-Fact	08/04/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)