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  4. [Form 4] Elastic N.V. Insider Trading Activity

Elastic CTO Banon sells 476,298 shares via fund

Elastic’s CTO and director reported multi-day indirect open-market sales totaling 476,298 shares while continuing to hold over 4.4 million shares directly.

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Elastic N.V. (ESTC) director and Chief Technology Officer Shay Banon reported a series of open-market sales of Ordinary Shares from August 31 to September 2, 2026. In total, a fund for joint account controlled by him and owned by his three minor children sold 476,298 shares at weighted-average prices ranging from about $89.71 to $97.75 per share, across multiple price ranges noted in the footnotes. Separately, Banon reports 4,417,140 Ordinary Shares held directly as of August 31, 2026, while remaining the indirect beneficial owner of the shares held by the fund.

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Insider Banon Shay
Role Chief Technology Officer
Sold 476,298 shs ($44.49M)
Type Security Shares Price Value
Sale Ordinary Shares F6, F9 97,199 $89.71 $8.72M
Sale Ordinary Shares F7, F9 42,456 $90.69 $3.85M
Sale Ordinary Shares F8, F9 25,516 $91.67 $2.34M
Sale Ordinary Shares F4, F9 97,599 $92.48 $9.03M
Sale Ordinary Shares F5, F9 13,528 $93.47 $1.26M
Sale Ordinary Shares F1, F9 108,423 $96.17 $10.43M
Sale Ordinary Shares F2, F9 87,423 $96.77 $8.46M
Sale Ordinary Shares F3, F9 4,154 $97.75 $406K
holding Ordinary Shares -- -- --
Holdings After Transaction: Ordinary Shares — 1,578,680 shares (Indirect, By fund for joint account); Ordinary Shares — 4,417,140 shares (Direct)
Footnotes (9)
  1. F1. The price reported in Column 4 represents a weighted average sales price of $96.1695. These shares were sold in multiple transactions at prices ranging from $95.55 to $96.5471, inclusive. The reporting person undertakes to provide to Elastic N.V., any security holder of Elastic N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the ranges set forth in footnotes 1 through 8 to this Form 4.
  2. F2. The price reported in Column 4 represents a weighted average sales price of $96.7658. These shares were sold in multiple transactions at prices ranging from $96.55 to $97.50, inclusive.
  3. F3. The price reported in Column 4 represents a weighted average sales price of $97.7467. These shares were sold in multiple transactions at prices ranging from $97.59 to $97.86, inclusive.
  4. F4. The price reported in Column 4 represents a weighted average sales price of $92.476. These shares were sold in multiple transactions at prices ranging from $92.13 to $93.11, inclusive.
  5. F5. The price reported in Column 4 represents a weighted average sales price of $93.4653. These shares were sold in multiple transactions at prices ranging from $93.15 to $93.75, inclusive.
  6. F6. The price reported in Column 4 represents a weighted average sales price of $89.7063. These shares were sold in multiple transactions at prices ranging from $89.36 to $90.34, inclusive.
  7. F7. The price reported in Column 4 represents a weighted average sales price of $90.6922. These shares were sold in multiple transactions at prices ranging from $90.40 to $91.11, inclusive.
  8. F8. The price reported in Column 4 represents a weighted average sales price of $91.6710. These shares were sold in multiple transactions at prices ranging from $91.50 to $92.09, inclusive.
  9. F9. Held by a fund for joint account (the "fund") owned by the Reporting Person's three minor children. The Reporting Person continues to have sole control of such fund and remains the indirect beneficial owner of the shares owned by such fund.
Total shares sold indirectly 476,298 shares Open-market sales by fund for joint account from August 31 to September 2, 2026
Shares sold on August 31, 2026 200,000 shares Three blocks of 108,423; 87,423; and 4,154 Ordinary Shares
Shares sold on September 1, 2026 111,127 shares Two blocks of 97,599 and 13,528 Ordinary Shares
Shares sold on September 2, 2026 165,171 shares Three blocks of 97,199; 42,456; and 25,516 Ordinary Shares
Weighted-average sale price range $89.71–$97.75 per share Weighted-average prices for the eight reported sale blocks, each with its own intra-day range
Direct holdings after reported date 4,417,140 shares Ordinary Shares held directly by Shay Banon as of August 31, 2026
weighted average sales price financial
"The price reported in Column 4 represents a weighted average sales price"
fund for joint account financial
"Held by a fund for joint account (the "fund") owned by the Reporting"
indirect beneficial owner regulatory
"remains the indirect beneficial owner of the shares owned by such fund"

FAQ

What did Elastic (ESTC) CTO Shay Banon report in this Form 4?
He reported indirect open-market sales of 476,298 Ordinary Shares of Elastic N.V. from August 31 to September 2, 2026, executed through a fund for joint account that is owned by his three minor children and over which he has sole control.

Over what dates and at what prices were ESTC shares sold?
Sales occurred on August 31, 2026, September 1, 2026, and September 2, 2026, at weighted-average prices reported as approximately $89.71 to $97.75 per share, with each block sold in multiple transactions within specified price ranges detailed in the footnotes.

How many ESTC shares did the fund sell on each date?
The fund sold 200,000 shares on August 31, 2026 (108,423; 87,423; 4,154), 111,127 shares on September 1, 2026 (97,599; 13,528), and 165,171 shares on September 2, 2026 (97,199; 42,456; 25,516), totaling 476,298 shares.

Does Shay Banon still own ESTC shares directly after these transactions?
Yes. A holding entry reports that he directly held 4,417,140 Ordinary Shares of Elastic N.V. as of August 31, 2026. This direct position is separate from the shares held through the fund for joint account.

Were these ESTC share sales made under a Rule 10b5-1 trading plan?
No Rule 10b5-1 trading plan is indicated. The document-level checkbox for such a plan is marked false, and the footnotes describe the transactions as open-market sales with weighted-average prices and price ranges, without referencing any trading plan.

What is the nature of Shay Banon’s indirect ownership of certain ESTC shares?
The sold shares were held by a fund for joint account owned by his three minor children. The filing states he has sole control of this fund and remains the indirect beneficial owner of the shares owned by the fund.

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SEC Form 4
FORM 4UNITED 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*
Banon Shay
(Last)(First)(Middle)
C/O ELASTIC N.V.
33 NEW MONTGOMERY ST., FLOOR 9
(Street)
SAN FRANCISCO CALIFORNIA 94105
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Elastic N.V. [ ESTC ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chief Technology Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/31/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Ordinary Shares08/31/2026S108,423D$96.17(1)1,946,555IBy fund for joint account(9)
Ordinary Shares08/31/2026S87,423D$96.77(2)1,859,132IBy fund for joint account(9)
Ordinary Shares08/31/2026S4,154D$97.75(3)1,854,978IBy fund for joint account(9)
Ordinary Shares09/01/2026S97,599D$92.48(4)1,757,379IBy fund for joint account(9)
Ordinary Shares09/01/2026S13,528D$93.47(5)1,743,851IBy fund for joint account(9)
Ordinary Shares09/02/2026S97,199D$89.71(6)1,646,652IBy fund for joint account(9)
Ordinary Shares09/02/2026S42,456D$90.69(7)1,604,196IBy fund for joint account(9)
Ordinary Shares09/02/2026S25,516D$91.67(8)1,578,680IBy fund for joint account(9)
Ordinary Shares4,417,140D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The price reported in Column 4 represents a weighted average sales price of $96.1695. These shares were sold in multiple transactions at prices ranging from $95.55 to $96.5471, inclusive. The reporting person undertakes to provide to Elastic N.V., any security holder of Elastic N.V., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each price within the ranges set forth in footnotes 1 through 8 to this Form 4.
2. The price reported in Column 4 represents a weighted average sales price of $96.7658. These shares were sold in multiple transactions at prices ranging from $96.55 to $97.50, inclusive.
3. The price reported in Column 4 represents a weighted average sales price of $97.7467. These shares were sold in multiple transactions at prices ranging from $97.59 to $97.86, inclusive.
4. The price reported in Column 4 represents a weighted average sales price of $92.476. These shares were sold in multiple transactions at prices ranging from $92.13 to $93.11, inclusive.
5. The price reported in Column 4 represents a weighted average sales price of $93.4653. These shares were sold in multiple transactions at prices ranging from $93.15 to $93.75, inclusive.
6. The price reported in Column 4 represents a weighted average sales price of $89.7063. These shares were sold in multiple transactions at prices ranging from $89.36 to $90.34, inclusive.
7. The price reported in Column 4 represents a weighted average sales price of $90.6922. These shares were sold in multiple transactions at prices ranging from $90.40 to $91.11, inclusive.
8. The price reported in Column 4 represents a weighted average sales price of $91.6710. These shares were sold in multiple transactions at prices ranging from $91.50 to $92.09, inclusive.
9. Held by a fund for joint account (the "fund") owned by the Reporting Person's three minor children. The Reporting Person continues to have sole control of such fund and remains the indirect beneficial owner of the shares owned by such fund.
/s/ Marielle Reints, by power of attorney09/02/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR