[Form 4] GitLab Inc. Insider Trading Activity

Rhea-AI Filing Summary

ACV Auctions Inc. (ACVA) – Form 4 insider transaction

Vice-President, Corporate Controller & CAO Andrew Peer reported four Rule 16b-3 “F” transactions on 1 Jul 2025. A Code “F” denotes shares withheld by the issuer to satisfy payroll-tax obligations triggered by the vesting of previously granted time-based RSUs; it is not an open-market sale.

• Total shares withheld: 4,134 at an implied price of $16.48, representing tax value of roughly $68k.
• After the transactions, Peer’s direct holding stands at 56,750 common shares, which includes 500 shares bought via the 2021 ESPP (12/1/24-5/31/25 period).
• The company’s Class A designation has been dropped; the security is now simply called “Common Stock,” with no change to shareholder rights.

Because the disposition was automatic for tax withholding, the filing is generally viewed as neutral from a governance or sentiment standpoint. Peer maintains a meaningful equity stake, aligning his incentives with shareholders.

Positive

• Insider retains 56,750 shares after the event, indicating continued equity exposure and alignment with investors.
• Transaction classified as Code “F”, confirming the shares were withheld for tax, not an open-market sale—generally neutral/benign.

Negative

• 4,134 shares surrendered reduced the insider’s direct holding by about 6.8%, though reason is routine tax withholding.

Insights

Senior Securities Analyst

TL;DR: Tax-withholding disposition; no directional signal; insider retains sizable stake.

The Form 4 shows a standard RSU-vesting event. Shares were automatically surrendered to cover withholding taxes, as reflected by the Code “F.” There were no open-market or discretionary sales. Peer's retained holding of 56.8 k shares—worth roughly $0.94 m at the reference price—remains intact, suggesting continued alignment with shareholders. Such filings are routine and carry minimal market impact unless they reveal broader selling patterns, which is not the case here.

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).

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^*

Saintil Merline

(Last) (First) (Middle)

C/O GITLAB INC.

(Street)

NOT APPLICABLE DE

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Gitlab Inc. [ GTLB ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/02/2025

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
Class A Common Stock	07/02/2025		S(1)		607	D	$45.5	14,201(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 sales reported on this Form 4 were executed pursuant to a trading plan entered into by the reporting person on March 28, 2025 in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.

2. Includes shares of Class A Common Stock that have not yet vested.

Remarks:

	/s/ Robin Schulman, Attorney-in-Fact for Merline Saintil	07/03/2025
	** 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

Why did ACVA insider Andrew Peer dispose of shares on 1 Jul 2025?

The 4,134 shares were withheld by the company to cover payroll taxes upon RSU vesting; no shares were sold on the open market.

How many ACVA shares does Andrew Peer now hold?

Following the transaction, he owns 56,750 common shares directly.

What is a Code “F” transaction in Form 4 filings?

Code “F” indicates automatic share withholding for tax obligations related to equity-based compensation, not a discretionary trade.

Did the change from Class A Common Stock to Common Stock alter shareholder rights?

No. The filing states there was no change in rights; the security is now simply named "Common Stock."

Is this Form 4 considered material to ACVA investors?

It is routine and generally not material; no directional signal is implied because the shares were withheld, not sold.