GitLab (GTLB) awards 460,014 restricted stock units to its CTO

Rhea-AI Filing Summary

Padisetty Sivaprasad reported acquisition or exercise transactions in this Form 4 filing.

Gitlab Inc. reported that its Chief Technology Officer, Padisetty Sivaprasad, received a grant of 460,014 shares of Class A Common Stock in the form of restricted stock units. These RSUs are compensation, granted at no cash cost per share, and represent a right to receive shares over time.

The award vests over approximately four years, starting with 18% on September 15, 2026, followed by 9% on December 15, 2026 and March 15, 2027, then 7.5% quarterly through March 2028, and 4.25% quarterly from June 2028 through March 2030, contingent on continued service.

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

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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^*

Padisetty Sivaprasad

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
03/11/2026

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	03/11/2026		A		460,014(1)	A	$0	460,014(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. Represents a grant of time-based restricted stock units ("RSU"), with each RSU representing a contingent right to receive one share of Gitlab Inc. (the "Company") Class A Common Stock subject to the reporting person's continued service to the Company on each applicable vesting date. The RSUs shall be satisfied over a four-year period, as follows: (a) 18% of total grant, vesting on September 15, 2026; (b) 9% of the total vesting on each of December 15, 2026 and March 15, 2027; (c) 7.5% vesting quarterly thereafter beginning June for calendar year 2027, through March of 2028 on each of the Quarterly Vesting Dates; and (d) 4.25% vesting quarterly beginning June for calendar year 2028, through March of 2030 on each of the Quarterly Vesting Dates. "Quarterly Vesting Date" means each of March 15, June 15, September 15, December 15.

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

Remarks:

	/s/ Robin Schulman, Attorney-in-Fact for Sivaprasad Padisetty	03/13/2026
	** 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.

FAQ

What insider transaction did Gitlab (GTLB) report for Padisetty Sivaprasad?

Gitlab reported that Chief Technology Officer Padisetty Sivaprasad received a grant of 460,014 restricted stock units of Class A Common Stock. The RSUs are compensation and give a right to receive shares over time, subject to a multi-year vesting schedule and continued service.

How many Gitlab Class A shares are covered by the new RSU grant?

The grant covers 460,014 restricted stock units, each representing one potential share of Gitlab Class A Common Stock. These units do not vest immediately; they convert into actual shares over several years if the executive continues serving the company on the specified vesting dates.

What is the vesting schedule for Padisetty Sivaprasad’s 460,014 Gitlab RSUs?

The RSUs vest over four years: 18% on September 15, 2026; 9% on each of December 15, 2026 and March 15, 2027; 7.5% quarterly from June 2027 through March 2028; and 4.25% quarterly from June 2028 through March 2030, assuming continued service.

Does the Gitlab CTO pay anything per share for this RSU grant?

The Form 4 shows a price per share of 0.0000 for this award, indicating it is a compensation grant rather than a market purchase. The executive receives shares over time without paying a purchase price, subject to the vesting and service conditions.

Are all 460,014 Gitlab RSUs for the CTO immediately vested?

No, the 460,014 restricted stock units vest over time and are not fully vested at grant. Portions vest on specific dates from September 15, 2026 through March 2030, and some reported holdings include shares that have not yet vested, all contingent on continued service.

What does the Form 4 say about unvested Gitlab shares held by the CTO?

The Form 4 notes that the reported holdings include shares of Class A Common Stock that have not yet vested. This means some shares reflected in the total are still subject to vesting conditions and could be forfeited if those conditions are not met.