Gitlab CEO has 26,425 shares withheld for tax

Gitlab’s CEO had shares withheld to cover RSU tax liabilities, leaving over 700,000 Class A shares held directly.

Available on EDGAR 09/17/2026 - 06:30 PM EDT Accepted by SEC EDGAR 09/17/2026 - 06:30 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Gitlab Inc. (GTLB) reported that Chief Executive Officer and director William Staples had 26,425 shares of Class A Common Stock withheld on September 15, 2026 to pay tax liabilities arising from the net settlement of restricted stock units. After this tax-withholding disposition, he holds 732,403 shares directly, including unvested shares.

No Rule 10b5-1 trading plan is reported for this transaction, and the shares were withheld by the issuer rather than sold in the open market.

Insider Trade Summary

Tax Withholding: 26,425 shares

Tax Withholding 1 txn

Insider Staples William

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Tax Withholding	Class A Common Stock F1, F2	26,425	$49.25	$1.30M

Holdings After Transaction: Class A Common Stock — 732,403 shares (Direct)

Holdings Before and After: Class A Common Stock, 758,828 to 732,403 shares (Direct)

Footnotes (2)

1. F1. The reported transaction represents the number of shares of Class A Common Stock that were withheld by the Issuer to satisfy tax liabilities incurred in connection with the net settlement of restricted stock units.
2. F2. Includes shares of Class A Common Stock that have not yet vested.

Key Figures

Shares withheld for tax: 26,425 shares Per-share value for tax withholding: $49.25 per share Shares held after transaction: 732,403 shares

3 metrics

Shares withheld for tax 26,425 shares Class A Common Stock withheld on September 15, 2026 to pay RSU tax liabilities

Per-share value for tax withholding $49.25 per share Value applied to 26,425 withheld shares on September 15, 2026

Shares held after transaction 732,403 shares Directly held Class A Common Stock following the September 15, 2026 withholding, including unvested shares

Key Terms

net settlement, restricted stock units, withheld by the Issuer

3 terms

net settlement financial

"incurred in connection with the net settlement of restricted stock units"

restricted stock units financial

"tax liabilities incurred in connection with the net settlement 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.

withheld by the Issuer financial

"shares of Class A Common Stock that were withheld by the Issuer to satisfy tax liabilities"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Gitlab (GTLB) report for CEO William Staples?

Gitlab reported that CEO William Staples had 26,425 shares of Class A Common Stock withheld on September 15, 2026 to pay tax liabilities from the net settlement of restricted stock units, classified as a tax-withholding disposition rather than a market sale.

How many Gitlab (GTLB) shares does the CEO hold after this Form 4 transaction?

After the September 15, 2026 tax-withholding transaction, CEO William Staples directly holds 732,403 shares of Gitlab Class A Common Stock, according to the filing, and this amount includes shares that have not yet vested.

Was the Gitlab (GTLB) CEO’s September 2026 transaction an open-market sale?

No. The filing states the 26,425 shares were withheld by the issuer to satisfy tax liabilities from the net settlement of restricted stock units, not sold in the open market.

What price per share is associated with the Gitlab (GTLB) CEO’s withheld shares?

The tax-withholding disposition used a value of $49.25 per share for the 26,425 shares of Class A Common Stock withheld on September 15, 2026 in connection with restricted stock unit settlement.

Was the Gitlab (GTLB) CEO’s Form 4 transaction under a Rule 10b5-1 plan?

The filing’s Rule 10b5-1 checkbox is not checked, and there is no footnote stating that the September 15, 2026 transaction was made under a Rule 10b5-1 trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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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^*

Staples William

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	09/15/2026		F		26,425(1)	D	$49.25	732,403(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 reported transaction represents the number of shares of Class A Common Stock that were withheld by the Issuer to satisfy tax liabilities incurred in connection with the net settlement of restricted stock units.

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

Remarks:

	/s/ Thomas J. Lloyd, Attorney-in-Fact for William Staples	09/17/2026
	** 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.
* Form 4: SEC 1474 (03-26)