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Five9 Form 4: Michael Burkland RSU Tax-Withholding Sale Reported

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

Rhea-AI Filing Summary

Five9, Inc. (FIVN) Chief Executive Officer Michael Burkland reported a non-discretionary sale of common stock to satisfy tax withholding upon RSU vesting. The Form 4 shows a sale on 09/04/2025 of 18,425 shares at a weighted average price of $25.72 per share, reducing the reporting person’s direct holdings to 367,562 shares. The filing notes an additional 133,026 shares are owned indirectly through a trust. The sale is described as a company-mandated sale to cover tax obligations related to the vesting and settlement of restricted stock units and was not a discretionary trade by the reporting person.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Routine tax-withholding sale by CEO; disclosure aligns with Section 16 requirements.

The Form 4 documents a standard, non-discretionary transaction tied to RSU vesting rather than an open-market decision by the executive. Reporting the weighted average sale price and the exact share count fulfills transparency obligations. The filing also distinguishes between direct and indirect ownership, clarifying potential control or influence via a trust. This is a routine insider reporting event with no new operational or financial disclosures.

TL;DR: Compliance filing appears complete and properly annotated; broker aggregated pricing disclosed.

The explanation states the broker applied a weighted average price for aggregated sales to cover taxes for multiple employees, and the reporting person will provide per-share sale details on request. That commitment supports auditability. The signature by an attorney-in-fact is provided with date. No amendments or additional transactions are reported on this Form 4.

Insider Burkland Michael
Role Chief Executive Officer
Sold 18,425 shs ($474K)
Type Security Shares Price Value
Sale Common Stock 18,425 $25.72 $474K
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 367,562 shares (Direct); Common Stock — 133,026 shares (Indirect, By Trust)
Footnotes (1)
  1. The sale reported on this form represents a Five9, Inc. mandated sale by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units, and it does not represent a discretionary trade by the Reporting Person. The price reported in Column 4 is a weighted average price applied to the transaction by the broker for sales to cover taxes upon vesting of restricted stock units for all employees of Five9, Inc., including the Reporting Person, on the date such sales occurred. The Reporting Person undertakes to provide Five9, Inc., any security holder of Five9, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
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*
Burkland Michael
(Last) (First) (Middle)
C/O FIVE9, INC.
3001 BISHOP DR., STE. #350
(Street)
SAN RAMON CA 94583
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Five9, Inc. [ FIVN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
09/04/2025
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
Common Stock 09/04/2025 S 18,425(1) D $25.72(2) 367,562 D
Common Stock 133,026 I By Trust
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 sale reported on this form represents a Five9, Inc. mandated sale by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units, and it does not represent a discretionary trade by the Reporting Person.
2. The price reported in Column 4 is a weighted average price applied to the transaction by the broker for sales to cover taxes upon vesting of restricted stock units for all employees of Five9, Inc., including the Reporting Person, on the date such sales occurred. The Reporting Person undertakes to provide Five9, Inc., any security holder of Five9, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
Remarks:
/s/ Tiffany Meriweather, Attorney in Fact 09/08/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Five9 CEO Michael Burkland report on Form 4 (FIVN)?

He reported a sale of 18,425 shares on 09/04/2025 to cover tax withholding from RSU vesting; the sale price was a weighted average of $25.72.

How many shares does Michael Burkland directly and indirectly own after the transaction?

After the reported sale he directly owns 367,562 shares and indirectly owns 133,026 shares through a trust.

Was the sale a discretionary trade by the CEO?

No. The filing states the sale was a Five9-mandated sale to cover tax withholding related to RSU vesting and was not discretionary.

Why is the price shown as a weighted average of $25.72?

The price reflects a weighted average applied by the broker for aggregated sales to cover taxes for multiple employees on the same date; per-share details are available upon request.