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nCino CEO sells 29,247 shares to cover vesting taxes

The activity included a plan-linked option exercise and sale, plus a separate sale to cover tax withholding on vested RSUs.

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Form Type
4

Rhea-AI Filing Summary

nCino, Inc. CEO & President Sean Desmond exercised options for 8,064 shares on November 4, 2026, at an exercise price of $4.98 per share; the reported post-transaction stock option position was 52,788 shares. The exercise and a sale of 11,757 shares at $22.81 per share that day were effected under a Rule 10b5-1 trading plan adopted January 6, 2026.

Desmond also sold 29,247 shares at $22.73 per share on November 3, 2026, to cover tax withholding due upon vesting of RSUs. The footnote states those sales are mandated by nCino’s equity incentive plans and are not discretionary trades.

Insider Desmond Sean
Role CEO & President
Sold 41,004 shs ($933K)
Approx. gross sale proceeds $933K
Approx. exercise cost $40K
Type Security Shares Price Value
Exercise Stock Option (Right to Buy) F2, F3 8,064 $0.00 $0.00
Exercise Common Stock F2 8,064 $4.98 $40K
Sale Common Stock F2 11,757 $22.81 $268K
Sale Common Stock F1 29,247 $22.73 $665K
Holdings After Transaction: Stock Option (Right to Buy) — 52,788 contracts (Direct); Common Stock — 1,257,460 shares (Direct)
Footnotes (3)
  1. F1. These shares were sold to cover tax withholding due upon vesting of RSUs. Such "sales to cover" are mandated by the Issuer's equity incentive plans to satisfy tax withholding obligations and do not represent a discretionary trade by the reporting person.
  2. F2. These exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on January 6, 2026.
  3. F3. This option is currently exercisable.
Shares acquired through option exercise 8,064 shares November 4, 2026
Option exercise price $4.98 per share Exercise on November 4, 2026
Stock option position after transaction 52,788 shares Following the November 4, 2026 transaction
Shares sold 11,757 shares at $22.81 per share November 4, 2026
Shares sold to cover tax withholding 29,247 shares at $22.73 per share November 3, 2026; RSU vesting tax withholding
Rule 10b5-1 trading plan financial
"effected pursuant to a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
sales to cover financial
"Such "sales to cover" are mandated by the Issuer's equity incentive plans"
RSUs financial
"tax withholding due upon vesting of RSUs"
RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

FAQ

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

How many NCNO shares did Sean Desmond sell, and at what prices?

Sean Desmond sold 29,247 shares at $22.73 per share on November 3, 2026 and 11,757 shares at $22.81 per share on November 4, 2026. The earlier sale covered tax withholding due upon vesting of RSUs; the later sale was effected under a Rule 10b5-1 trading plan.

How many options did NCNO CEO Sean Desmond exercise?

Desmond exercised options for 8,064 shares at $4.98 per share on November 4, 2026. The reported post-transaction stock option position was 52,788 shares. The option was currently exercisable and had an expiration date of February 1, 2027.

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

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SEC Form 4
FORM 4UNITED 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).
X
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*
Desmond Sean

(Last)(First)(Middle)
6770 PARKER FARM DRIVE
SUITE 200

(Street)
WILMINGTON NORTH CAROLINA 28405

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
nCino, Inc. [ NCNO ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
CEO & President
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
11/03/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock11/03/2026S29,247(1)D$22.731,261,153D
Common Stock11/04/2026M8,064(2)A$4.981,269,217D
Common Stock11/04/2026S11,757(2)D$22.811,257,460D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Option (Right to Buy)$4.9811/04/2026M8,064(2) (3)02/01/2027Common Stock8,064$052,788D
Explanation of Responses:
1. These shares were sold to cover tax withholding due upon vesting of RSUs. Such "sales to cover" are mandated by the Issuer's equity incentive plans to satisfy tax withholding obligations and do not represent a discretionary trade by the reporting person.
2. These exercises and sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on January 6, 2026.
3. This option is currently exercisable.
Remarks:
/s/ Jeanette Sellers, Attorney-in-fact for Sean Desmond11/05/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

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