INTA Form 4: CEO vesting of performance shares and RSU tax-driven sales disclosed
Rhea-AI Filing Summary
John T. Hall, CEO and director of Intapp, Inc. (INTA), reported equity transactions surrounding the vesting and receipt of performance share units and restricted stock units. The Form 4 shows 31,590 shares earned on August 19, 2025 from performance share units that were certified by the audit committee and subject to service-based vesting that lapsed on August 20, 2025. On August 20, 2025 the reporting person received 8,605 vested RSUs and sold 13,977 shares across multiple transactions under a 10b5-1 plan to cover tax liabilities at weighted average prices of $41.8477, $42.3552 and $43.0935. Following these transactions the reporting person beneficially owned 5,624,993 shares and held 68,880 outstanding RSUs.
Positive
- Audit committee certification of 31,590 performance shares provides formal validation of achievement of performance conditions
- Use of a 10b5-1 trading plan for the share sales indicates pre-established, rule-compliant execution to cover tax liabilities
- Detailed disclosure of weighted-average sale prices and price ranges increases transparency about the transactions
Negative
- None.
Insights
TL;DR: Routine insider vesting and tax-driven sales disclosed; governance procedures appear followed.
The filing documents executive-level equity vesting certified by the audit committee and subsequent share sales executed under a company 10b5-1 plan. Certification by the audit committee for performance share units and the use of a pre-established trading plan are standard governance controls that reduce concerns about opportunistic trading. The report includes specific share counts and weighted-average sale prices, enabling transparent tracking of insider dilution and ownership.
TL;DR: Compensation-related vesting occurred and shares were sold to satisfy tax obligations; no indication of discretionary cash-out beyond taxes.
The document shows 31,590 performance-based shares earned and RSU activity (71,400 previously reported RSUs vested in part, plus an 8,605 RSU vesting). The disclosed weighted-average sale prices ($41.8477, $42.3552, $43.0935) and explicit ranges provide granular market execution detail. The post-transaction beneficial ownership (5,624,993 shares) and remaining vested RSUs (68,880) are clearly reported for investor assessment.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Share Units | 8,605 | $0.00 | -- |
| Exercise | Common Stock | 8,605 | $0.00 | -- |
| Sale | Common Stock | 8,544 | $41.8477 | $358K |
| Sale | Common Stock | 5,239 | $42.3552 | $222K |
| Sale | Common Stock | 194 | $43.0935 | $8K |
| Grant/Award | Restricted Share Units | 71,400 | $0.00 | -- |
| Grant/Award | Common Stock | 31,590 | $0.00 | -- |
Footnotes (1)
- The shares of Intapp, Inc.'s (the "Issuer") common stock reported in this Form 4 represent shares earned, as certified by the audit committee of the board of directors of the Issuer on August 19, 2025, based on the level of achievement of the applicable performance conditions over the applicable performance period, in respect of performance share units granted pursuant to the Intapp, Inc. 2021 Omnibus Incentive Plan. The earned shares of Issuer common stock reported in this Form 4 are subject to service-based vesting requirements that lapsed on August 20, 2025. The reported transaction involved a restricted share unit ("RSU") vesting on August 20, 2025. Shares of Intapp, Inc.'s (the "Company") common stock sold for tax liability incurred upon the vesting of performance share units and RSUs granted pursuant to the Intapp, Inc. 2021 Omnibus Incentive Plan. Shares were sold pursuant to a 10b5-1 plan put in place by the Company on May 14, 2025. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from (a) with respect to the weighted average price of $41.8477: $41.66 to $41.9956, inclusive, (b) with respect to the weighted average price of $42.3552: $42.00 to $42.98, inclusive, and (c) with respect to the weighted average price of $43.0935: $43.01 to $43.22, inclusive. The reporting person undertakes to provide to Intapp, Inc., any security holder of Intapp, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (4). The reported transaction involved the reporting person's receipt of a grant of RSUs under the Intapp, Inc. 2021 Omnibus Incentive Plan. Each RSU represents a contingent right to receive one share of Intapp, Inc. common stock. The RSUs vest, subject to continued employment, as to 8.33% of the shares on November 20, 2025, and in 11 equal quarterly installments thereafter. Each RSU represents a contingent right to receive one share of Intapp, Inc. common stock. The RSUs have vested and will vest, subject to continued employment, as to 8.33% of the shares on November 20, 2024, and in 11 equal quarterly installments thereafter.