GitLab (GTLB) interim CFO reports 3,171-share sale tied to RSU taxes

Rhea-AI Filing Summary

GitLab Inc. insider transaction: Interim CFO James Shen reported the sale of 3,171 shares of Class A Common Stock on 12/16/2025. The sale was made at a weighted average price of $38.20 per share, with individual trade prices ranging from $37.60 to $38.52. According to the disclosure, these shares were sold to cover tax obligations arising from the vesting of restricted stock units, rather than as a discretionary open-market sale.

Following this transaction, Shen beneficially owns 54,822 shares of GitLab Class A Common Stock, which includes shares that have not yet vested. The filing notes that detailed trade breakdowns within the reported price range are available upon request from the company, its security holders, or the SEC staff.

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^*

Shen James

(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)
	Interim CFO

3. Date of Earliest Transaction (Month/Day/Year)
12/16/2025

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	12/16/2025		F		3,171(1)	D	$38.2(2)	54,822(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares of GitLab Inc.'s Class A Common Stock sold to satisfy the reporting person's tax obligations arising as a result of the vesting of restricted stock units.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $37.60 to $38.52, 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.

Remarks:

	/s/ Robin Schulman, Attorney-in-Fact for James Shen	12/17/2025
	** 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

What insider transaction did GitLab (GTLB) report for Interim CFO James Shen?

GitLab reported that Interim CFO James Shen sold 3,171 shares of Class A Common Stock on 12/16/2025, as disclosed in a Form 4 filing.

At what price were the 3,171 GitLab (GTLB) shares sold by the Interim CFO?

The filing shows a weighted average sale price of $38.20 per share, with individual trades executed between $37.60 and $38.52 per share.

Why did GitLab (GTLB) Interim CFO James Shen sell 3,171 shares?

The shares were sold to satisfy tax obligations arising from the vesting of restricted stock units, as stated in the explanation of responses.

How many GitLab (GTLB) shares does the Interim CFO own after this transaction?

After the reported sale, James Shen beneficially owns 54,822 shares of GitLab Class A Common Stock, including shares that have not yet vested.

What type of security was involved in the GitLab (GTLB) Form 4 transaction?

The transaction involved shares of GitLab Inc.'s Class A Common Stock, as shown in Table I of the filing.

Can investors see the detailed trade prices for the GitLab (GTLB) insider sale?

Yes. The filing states the reporting person will provide full information on the number of shares sold at each separate price within the $37.60 to $38.52 range upon request.