Elastic N.V. (ESTC) CRO sells 5,198 shares in automatic tax-withholding trade

Rhea-AI Filing Summary

Elastic N.V. reported that its Chief Revenue Officer filed a Form 4 disclosing an automatic sale of company shares. On 12/09/2025, the officer sold 5,198 ordinary shares of Elastic N.V. at a price of $75.05 per share. After this transaction, the officer directly beneficially owns 156,286 ordinary shares.

The company explains that these shares were sold solely to cover tax obligations arising from the vesting of performance-based restricted stock units and restricted stock units. The sale was mandated by Elastic’s equity incentive plan as a “sell to cover” transaction and is described as not a discretionary trade by the reporting person.

Insider Trade Summary

Net Seller: 5,198 shares ($390,110)

Net Sell 1 txn

Insider Dodds Mark Eugene

Role Chief Revenue Officer

Sold 5,198 shs ($390K)

Type	Security	Shares	Price	Value
Sale	Ordinary Shares	5,198	$75.05	$390K

Holdings After Transaction: Ordinary Shares — 156,286 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

Dodds Mark Eugene

(Last) (First) (Middle)

C/O ELASTIC N.V.

88 KEARNY STREET, FLOOR 19

(Street)

SAN FRANCISCO CA 94108

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Elastic N.V. [ ESTC ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/09/2025

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)
			Code	V	Amount	(A) or (D)	Price
Ordinary Shares	12/09/2025		S(1)		5,198	D	$75.05	156,286	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 ordinary shares were sold to satisfy the Reporting Person's tax obligations in connection with the vesting of performance-based restricted stock units and restricted stock units. The sales were mandated by the Issuer's equity incentive plan which requires the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the Reporting Person.

	/s/ Marielle Reints, by power of attorney	12/10/2025
	** 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.

FAQ

What insider transaction did Elastic N.V. (ESTC) disclose in this Form 4?

Elastic N.V. disclosed that its Chief Revenue Officer sold 5,198 ordinary shares on 12/09/2025 at a price of $75.05 per share.

Why did the Elastic (ESTC) executive sell 5,198 shares?

The 5,198 ordinary shares were sold to satisfy the reporting person’s tax obligations related to the vesting of performance-based restricted stock units and restricted stock units under Elastic’s equity incentive plan.

Was the Elastic N.V. (ESTC) share sale a discretionary trade by the insider?

No. The filing states the sale was mandated by the issuer’s equity incentive plan as a “sell to cover” transaction and does not represent a discretionary trade by the reporting person.

How many Elastic N.V. (ESTC) shares does the insider own after the transaction?

Following the reported sale, the Chief Revenue Officer beneficially owns 156,286 ordinary shares of Elastic N.V., held directly.

What position does the reporting person hold at Elastic N.V. (ESTC)?

The reporting person is an officer of Elastic N.V., serving as the company’s Chief Revenue Officer.

Does this Elastic (ESTC) Form 4 involve any derivative securities?

No derivative securities transactions are reported in Table II; the disclosed activity involves only ordinary shares in Table I.