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Gitlab (NASDAQ: GTLB) CLO sells shares to cover RSU taxes

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Gitlab Inc. Chief Legal Officer & Corporate Secretary Robin Schulman disposed of 7,839 shares of Class A common stock on June 17, 2026 at a weighted average price of $27.29 per share. The shares were sold solely to cover tax obligations from vesting restricted stock units, and Schulman now holds 203,189 shares directly, including unvested awards and shares from the Employee Stock Purchase Plan.

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Insider Schulman Robin
Role Chief Legal Officer & Corp Sec
Type Security Shares Price Value
Tax Withholding Class A Common Stock 7,839 $27.29 $214K
Holdings After Transaction: Class A Common Stock — 203,189 shares (Direct, null)
Footnotes (1)
  1. Represents shares of GitLab Inc.'s (the "Company") Class A Common Stock sold to satisfy the reporting person's tax obligations arising as a result of the vesting of a portion of a restricted stock unit award. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.51 to $27.80, inclusive. The Reporting Person undertakes to provide to GitLab Inc., any security holder of GitLab Inc., or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote. Includes shares of Class A Common Stock that have not yet vested. This also includes shares acquired pursuant to the Company's Employee Stock Purchase Plan.
Shares disposed 7,839 shares Class A common stock tax-withholding disposition
Weighted average price $27.29 per share Consideration per share for disposed stock
Post-transaction holdings 203,189 shares Direct Class A common stock after transaction
Price range of trades $26.51–$27.80 per share Range of individual trade prices on transaction date
Tax-withholding shares 7,839 shares Shares used to satisfy RSU-related tax obligations
restricted stock unit financial
"arising as a result of the vesting of a portion of a restricted stock unit award"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
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.
Employee Stock Purchase Plan financial
"This also includes shares acquired pursuant to the Company's Employee Stock Purchase Plan."
An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.
tax-withholding disposition financial
"transaction_action: "tax-withholding disposition" for these shares"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
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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*
Schulman Robin

(Last)(First)(Middle)
C/O GITLAB INC.

(Street)
NOT APPLICABLE DELAWARE

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Gitlab Inc. [ GTLB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Legal Officer & Corp Sec
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/17/2026
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
Class A Common Stock06/17/2026F7,839(1)D$27.29(2)203,189(3)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents shares of GitLab Inc.'s (the "Company") Class A Common Stock sold to satisfy the reporting person's tax obligations arising as a result of the vesting of a portion of a restricted stock unit award.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $26.51 to $27.80, inclusive. The Reporting Person undertakes to provide to GitLab Inc., any security holder of GitLab Inc., or the staff of the U.S. Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
3. Includes shares of Class A Common Stock that have not yet vested. This also includes shares acquired pursuant to the Company's Employee Stock Purchase Plan.
Remarks:
/s/ Robin Schulman06/22/2026
** 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

What did Gitlab (GTLB) executive Robin Schulman report in this Form 4?

Robin Schulman reported a tax-related disposition of 7,839 Gitlab Class A shares. The shares were sold to satisfy tax obligations triggered by the vesting of a restricted stock unit award, rather than as a discretionary open-market sale for investment purposes.

How many Gitlab (GTLB) shares did Robin Schulman dispose of and at what price?

Schulman disposed of 7,839 Gitlab Class A shares at a weighted average price of $27.29. Footnotes explain the transactions occurred in multiple trades within a price range from $26.51 to $27.80 per share on the transaction date.

Why were Robin Schulman’s Gitlab (GTLB) shares sold in this Form 4 filing?

The shares were sold to cover Schulman’s tax obligations arising from the vesting of a restricted stock unit award. This type of tax-withholding disposition is a routine administrative event tied to compensation, not a voluntary investment decision to reduce exposure.

How many Gitlab (GTLB) shares does Robin Schulman hold after this transaction?

After the tax-related sale, Schulman directly holds 203,189 shares of Gitlab Class A common stock. This figure includes unvested shares from restricted stock unit awards and shares previously acquired through the company’s Employee Stock Purchase Plan.

Was Robin Schulman’s Gitlab (GTLB) share sale an open-market sale signal?

The filing characterizes the transaction as a tax-withholding disposition, not a discretionary open-market sale. Shares were sold to satisfy tax obligations from RSU vesting, which is generally considered a routine administrative step in equity compensation programs.

What price range applied to Robin Schulman’s Gitlab (GTLB) share transactions?

The reported weighted average price was $27.29 per share, with individual trades executed between $26.51 and $27.80. The filing notes Schulman can provide detailed breakdowns of the number of shares sold at each specific price within this range upon request.