nCino Director Receives $7.3M Stock Grant with Change-in-Control Clause

nCino Director Jonathan J. Doyle received a grant of 7,385 restricted stock units (RSUs) on June 18, 2025.

Rhea-AI Filing Summary

nCino Director Jonathan J. Doyle received a grant of 7,385 restricted stock units (RSUs) on June 18, 2025. Following this transaction, Doyle now beneficially owns 76,925 shares directly.

Key terms of the RSU grant:

• RSUs were granted at $0 exercise price
• Vesting occurs in full on the earlier of June 18, 2026, or the next annual stockholder meeting
• Vesting is contingent on continued service through the vesting date
• Accelerated vesting provision triggered upon a change in control

The Form 4 was filed on June 23, 2025, within the required reporting window. The transaction was executed under standard compensation arrangements for directors and does not appear to reflect any unusual insider trading activity.

Insider Trade Summary

Grant/Award: 7,385 shares

Grant/Award 1 txn

Insider Doyle Jonathan J

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	7,385	$0.00	$0.00

Holdings After Transaction: Common Stock — 76,925 shares (Direct)

Footnotes (1)

1. F1. Represents restricted stock units ("RSUs") that vest in full on the earlier of June 18, 2026 and the date of the next annual meeting of the Issuer's stockholders, subject to the reporting person's continued service through the applicable vesting date. These RSUs vest fully upon a change in control of the Issuer.

FAQ

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

How many NCNO shares did Director Jonathan Doyle acquire on June 18, 2025?

Director Jonathan Doyle acquired 7,385 restricted stock units (RSUs) of nCino (NCNO) on June 18, 2025. Following this transaction, he beneficially owns a total of 76,925 shares directly.

What is the vesting schedule for NCNO Director Doyle's newly acquired RSUs?

The RSUs will vest in full on the earlier of June 18, 2026, or the date of nCino's next annual stockholders meeting, subject to Doyle's continued service. Additionally, the RSUs include a provision for full vesting upon a change in control of the company.

What was the purchase price of NCNO RSUs granted to Director Doyle?

The restricted stock units (RSUs) were granted to Director Jonathan Doyle at $0 cost, as indicated in the Form 4 filing under the 'Price' column for the transaction.

How many total NCNO shares does Jonathan Doyle own after the June 2025 RSU grant?

Following the RSU grant on June 18, 2025, Jonathan Doyle beneficially owns 76,925 shares of nCino (NCNO) stock directly, as reported in column 5 of Table I in the Form 4 filing.

What is Jonathan Doyle's role at NCNO according to the Form 4?

According to the Form 4 filing, Jonathan Doyle serves as a Director of nCino, Inc. (NCNO), as indicated by the 'X' marked in the Director box under Section 5 'Relationship of Reporting Person(s) to Issuer.'

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

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Accepted by SEC EDGAR 06/23/2025 - 04:17 PM EDT Learn about SEC filing dates

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^*

Doyle Jonathan J

(Last) (First) (Middle)

6770 PARKER FARM DRIVE, SUITE 200

(Street)

WILMINGTON NC 28405

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
nCino, Inc. [ NCNO ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

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

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025

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
Common Stock	06/18/2025		A		7,385(1)	A	$0	76,925	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 restricted stock units ("RSUs") that vest in full on the earlier of June 18, 2026 and the date of the next annual meeting of the Issuer's stockholders, subject to the reporting person's continued service through the applicable vesting date. These RSUs vest fully upon a change in control of the Issuer.

Remarks:

	/s/ Jeanette Sellers, Attorney-in-fact for Jonathan J. Doyle	06/23/2025
	** 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.