STOCK TITAN

Five9 (FIVN) CFO sells 18,131 shares to cover RSU taxes under 10b5-1 plan

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

Rhea-AI Filing Summary

Five9, Inc. Chief Financial Officer Bryan M. Lee reported open-market sales of 18,131 shares of common stock on June 4–5, 2026. The weighted-average sale prices ranged from about $23.60 to $25.83 per share across multiple transactions. According to the footnotes, these sales were executed under a pre-established Rule 10b5-1 trading plan adopted on September 3, 2025 and were undertaken primarily to cover taxes due upon the vesting of restricted stock units, consistent with Five9’s sell-to-cover withholding policy. After these transactions, Lee directly holds 309,951 shares of Five9 common stock.

Positive

  • None.

Negative

  • None.

Insights

CFO’s 18,131-share sales are pre-planned, tax-related, and relatively routine.

The filing shows Five9 CFO Bryan M. Lee sold 18,131 shares of common stock in several open-market transactions at weighted-average prices in the mid‑$20s. The transactions are coded as sales, but the footnotes clarify their primary purpose.

The sales were conducted under a Rule 10b5-1 trading plan adopted on September 3, 2025 and are described as intended to cover taxes arising from restricted stock unit vesting under the company’s sell-to-cover policy. This framing suggests a mechanistic, compensation-driven event rather than a discretionary change in equity exposure.

Following the transactions, Lee still directly holds 309,951 shares, indicating a substantial remaining stake. With no derivative positions reported in this filing and the tax-cover, pre-planned nature of the trades, the informational signal for long-term investors appears limited, supporting a neutral interpretation.

Insider Lee Bryan M
Role Chief Financial Officer
Sold 18,131 shs ($449K)
Type Security Shares Price Value
Sale Common Stock 1,511 $24.25 $37K
Sale Common Stock 4,794 $24.16 $116K
Sale Common Stock 6,107 $25.13 $153K
Sale Common Stock 1,406 $25.69 $36K
Sale Common Stock 4,313 $24.81 $107K
Holdings After Transaction: Common Stock — 309,951 shares (Direct, null)
Footnotes (1)
  1. The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 3, 2025. The reported sales were to cover taxes upon the vesting of restricted stock units. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.60 to $24.60, inclusive. 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 within the ranges set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.62 to $25.62, inclusive. 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 within the ranges set forth in this footnote. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.64 to $25.83, inclusive. 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 within the ranges set forth in this footnote. The reported sales were to cover taxes upon the vesting of restricted stock units. The sales reported in this Form 4 were effected in accordance with Five9, Inc.s previously established sell to cover withholding policy, the Corporations Policy. The price reported in Column 4 is a weighted average price applied to the transaction by the broker under the Corporations Policy for sales to cover taxes upon vesting of restricted stock units for all individuals, including the reporting person subject to the Corporations Policy 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.
Shares sold 18,131 shares Net open-market sales on June 4–5, 2026
Post-sale holdings 309,951 shares CFO direct ownership after transactions
Weighted-average sale price example $24.25 per share One transaction price reported in Column 4
Lower price range $23.60 per share Lowest price in one reported trading range
Upper price range $25.83 per share Highest price in one reported trading range
10b5-1 plan adoption date September 3, 2025 Date CFO adopted pre-planned trading arrangement
Rule 10b5-1 trading plan regulatory
"The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted..."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
restricted stock units financial
"The reported sales were to cover taxes upon the vesting 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.
sell to cover withholding policy financial
"The sales reported in this Form 4 were effected in accordance with Five9, Inc.s previously established sell to cover withholding policy..."
weighted average price financial
"The price reported in Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
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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).
X
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*
Lee Bryan M

(Last)(First)(Middle)
C/O FIVE9, INC.
3001 BISHOP DR. SUITE #350

(Street)
SAN RAMON CALIFORNIA 94583

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Five9, Inc. [ FIVN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/04/2026
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
Common Stock06/04/2026S4,794(1)(2)D$24.16(3)323,288D
Common Stock06/04/2026S6,107(1)(2)D$25.13(4)317,181D
Common Stock06/04/2026S1,406(1)(2)D$25.69(5)315,775D
Common Stock06/04/2026S4,313(6)D$24.81(7)311,462D
Common Stock06/05/2026S1,511(1)D$24.25309,951D
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 sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 3, 2025.
2. The reported sales were to cover taxes upon the vesting of restricted stock units.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.60 to $24.60, inclusive. 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 within the ranges set forth in this footnote.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.62 to $25.62, inclusive. 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 within the ranges set forth in this footnote.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.64 to $25.83, inclusive. 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 within the ranges set forth in this footnote.
6. The reported sales were to cover taxes upon the vesting of restricted stock units. The sales reported in this Form 4 were effected in accordance with Five9, Inc.s previously established sell to cover withholding policy, the Corporations Policy.
7. The price reported in Column 4 is a weighted average price applied to the transaction by the broker under the Corporations Policy for sales to cover taxes upon vesting of restricted stock units for all individuals, including the reporting person subject to the Corporations Policy 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 Fact06/08/2026
** 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)

FAQ

How many Five9 (FIVN) shares did the CFO sell in this Form 4?

The CFO, Bryan M. Lee, sold 18,131 shares of Five9 common stock. These sales occurred across multiple transactions on June 4–5, 2026, at weighted-average prices in the mid-$20s, and were primarily to cover taxes on restricted stock unit vesting.

What prices did the Five9 (FIVN) CFO receive for the shares sold?

The reported weighted-average sale prices range roughly from $23.60 to $25.83 per share. Footnotes explain these were averages for multiple trades within those ranges, and the CFO can provide detailed price breakdowns upon request to shareholders or regulators.

Were the Five9 (FIVN) CFO’s share sales pre-planned?

Yes. The filing states the sales were executed under a Rule 10b5-1 trading plan adopted on September 3, 2025. Such plans pre-schedule trades, making them more routine and reducing the significance of the exact timing of these transactions for investors.

Why did the Five9 (FIVN) CFO sell shares according to this Form 4?

The footnotes state the sales were made to cover taxes owed upon vesting of restricted stock units. They were executed under Five9’s established sell-to-cover withholding policy, indicating the transactions are compensation- and tax-related rather than purely discretionary portfolio changes.

How many Five9 (FIVN) shares does the CFO still hold after these sales?

After completing the reported transactions, CFO Bryan M. Lee directly holds 309,951 shares of Five9 common stock. This post-transaction balance shows he maintains a significant equity position in the company despite the recent tax-related sales under the trading plan.