Gitlab (GTLB) CEO William Staples has shares withheld to cover RSU taxes

Rhea-AI Filing Summary

Gitlab Inc. Chief Executive Officer William Staples reported a routine tax-related share disposition. On the transaction date, 7,030 shares of Class A Common Stock were withheld at $22.69 per share to cover tax liabilities from the net settlement of restricted stock units. After this withholding, he continues to hold 338,641 shares of Class A Common Stock, which includes shares that have not yet vested.

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

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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^*

Staples William

(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
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026

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	03/15/2026		F		7,030(1)	D	$22.69	338,641(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/ Robin Schulman, Attorney-in-Fact for William Staples	03/17/2026
	** 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).
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FAQ

What did Gitlab (GTLB) CEO William Staples report in this Form 4 filing?

William Staples reported a tax-related share disposition. Gitlab withheld 7,030 shares of Class A Common Stock to cover taxes from restricted stock unit settlement, a non-market transaction that does not represent an open-market buy or sell decision.

How many Gitlab (GTLB) shares were withheld for taxes from William Staples?

Gitlab withheld 7,030 Class A Common shares from William Staples. The shares were valued at $22.69 each and were used to satisfy tax liabilities arising from the net settlement of his restricted stock units, according to the filing footnote.

Does William Staples still hold a significant stake in Gitlab (GTLB) after this transaction?

Yes, William Staples continues to hold 338,641 Gitlab Class A Common shares after the tax withholding. This total includes shares that have not yet vested, so his reported position reflects both vested and certain unvested equity awards in the company.

Was the Gitlab (GTLB) CEO’s Form 4 transaction an open-market sale?

No, the transaction was not an open-market sale. The filing shows an F-code tax-withholding disposition, meaning the issuer withheld 7,030 shares to pay tax liabilities tied to restricted stock units, rather than Staples selling shares on the open market.

What does the F transaction code mean in Gitlab (GTLB) CEO William Staples’ Form 4?

The F code indicates shares were disposed to satisfy tax obligations. In this case, Gitlab withheld 7,030 Class A Common shares from William Staples to cover taxes from restricted stock unit settlement, rather than reflecting a discretionary market trade by the executive.

Do William Staples’ holdings in Gitlab (GTLB) include unvested shares?

Yes, his reported 338,641 Class A Common shares include unvested shares. A footnote explains that the total holding figure encompasses shares that have not yet vested, reflecting both currently owned stock and certain ongoing equity award positions.