DigitalOcean SVP has 3,005 shares withheld for taxes

DigitalOcean Holdings, Inc. SVP and Chief Accounting Officer Cherie Barrett reported a tax-related share disposition.

Rhea-AI Filing Summary

DigitalOcean Holdings, Inc. SVP and Chief Accounting Officer Cherie Barrett reported a tax-related share disposition. On June 1, 2026, the company withheld 3,005 shares of common stock at $155.95 per share to cover her tax withholding obligations from the vesting of restricted stock units. After this non-market, tax-withholding transaction, Barrett directly held 69,299 shares of DigitalOcean common stock.

Insider Trade Summary

Exercise Price or Tax Liability: 3,005 shares

Exercise Price or Tax Liability 1 txn

Insider Barrett Cherie

Role SVP, Chief Accounting Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	3,005	$155.95	$469K

Holdings After Transaction: Common Stock — 69,299 shares (Direct)

Footnotes (2)

1. F1. The transaction reported represents the withholding of shares by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the non-reportable vesting and settlement of restricted stock units.
2. F2. The amount reported includes shares acquired under the Issuer's Employee Stock Purchase Plan in a transaction that was exempt from reporting pursuant to Rule 16a-3(f)(1)(i)(B).

Key Figures

Shares withheld for taxes: 3,005 shares Withholding price per share: $155.95 per share Shares held after transaction: 69,299 shares +1 more

4 metrics

Shares withheld for taxes 3,005 shares Tax withholding from RSU vesting on June 1, 2026

Withholding price per share $155.95 per share Value applied to withheld shares for tax obligations

Shares held after transaction 69,299 shares Direct ownership after tax-withholding disposition

Tax-withholding transactions 1 transaction, 3,005 shares Summary of F-code tax-withholding activity

Key Terms

restricted stock units, tax withholding obligations, Employee Stock Purchase Plan, Rule 16a-3(f)(1)(i)(B)

4 terms

restricted stock units financial

"in connection with the non-reportable vesting and settlement of restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"withholding of shares by the Issuer to satisfy the Reporting Person's tax withholding obligations"

Employee Stock Purchase Plan financial

"includes shares acquired under the Issuer's Employee Stock Purchase Plan"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

Rule 16a-3(f)(1)(i)(B) regulatory

"exempt from reporting pursuant to Rule 16a-3(f)(1)(i)(B)"

FAQ

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

What insider transaction did DigitalOcean (DOCN) report for Cherie Barrett?

DigitalOcean reported a tax-withholding disposition for SVP and Chief Accounting Officer Cherie Barrett. The company withheld 3,005 common shares to satisfy tax obligations arising from the vesting and settlement of restricted stock units, rather than an open-market stock sale.

Was the DigitalOcean (DOCN) Form 4 transaction an open-market sale?

No, the Form 4 transaction was not an open-market sale. It reflects 3,005 shares withheld by DigitalOcean to cover Cherie Barrett’s tax withholding obligations tied to vested restricted stock units, a routine, non-market mechanism rather than a discretionary sale of shares.

How many DigitalOcean (DOCN) shares were involved in Cherie Barrett’s tax withholding?

The filing shows 3,005 shares of DigitalOcean common stock were withheld. These shares were used to satisfy Cherie Barrett’s tax obligations from restricted stock unit vesting, at a reported value of $155.95 per share, instead of being sold in the open market.

How many DigitalOcean (DOCN) shares does Cherie Barrett hold after this Form 4?

Following the tax-withholding disposition, Cherie Barrett directly holds 69,299 shares of DigitalOcean common stock. This figure reflects her position after 3,005 shares were withheld by the issuer to meet tax obligations from the vesting and settlement of restricted stock units.

What does the Form 4 say about DigitalOcean (DOCN) Employee Stock Purchase Plan shares?

The Form 4 notes that Barrett’s reported holdings include shares acquired under DigitalOcean’s Employee Stock Purchase Plan. Those ESPP acquisitions were exempt from separate reporting under SEC Rule 16a-3(f)(1)(i)(B), but are counted in her total reported ownership following this transaction.

What is the reported price per share in the DigitalOcean (DOCN) tax-withholding transaction?

The filing reports a value of $155.95 per DigitalOcean common share for the 3,005 shares withheld. This price is used to calculate the tax-withholding amount associated with the vesting and settlement of Cherie Barrett’s restricted stock units, as disclosed in the Form 4 footnotes.

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

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Accepted by SEC EDGAR 06/03/2026 - 05:30 PM EDT Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Barrett Cherie

(Last) (First) (Middle)

C/O DIGITALOCEAN HOLDINGS, INC.

105 EDGEVIEW DRIVE, SUITE 425

(Street)

BROOMFIELD COLORADO 80012

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
DigitalOcean Holdings, Inc. [ DOCN ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Chief Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/01/2026		F(1)		3,005	D	$155.95	69,299(2)	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The transaction reported represents the withholding of shares by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the non-reportable vesting and settlement of restricted stock units.

2. The amount reported includes shares acquired under the Issuer's Employee Stock Purchase Plan in a transaction that was exempt from reporting pursuant to Rule 16a-3(f)(1)(i)(B).

Remarks:

	/s/ Tiffany Hui, Attorney-in-Fact	06/03/2026
	** 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 4 (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 4: SEC 1474 (03-26)