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  4. [Form 4] nCino, Inc. Insider Trading Activity

nCino (NCNO) CFO sells 11,780 shares for RSU tax withholding

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

nCino, Inc. Chief Financial Officer and Treasurer Gregory Orenstein reported a sale of 11,780 shares of common stock on August 4, 2026 at $19.218 per share. The shares were sold to cover RSU tax withholding mandated by the equity incentive plans and were not a discretionary trade. After this transaction, Orenstein directly holds 690,513 shares.

Positive

  • None.

Negative

  • None.
Insider Orenstein Gregory
Role CFO & Treasurer
Sold 11,780 shs ($226K)
Type Security Shares Price Value
Sale Common Stock F1 11,780 $19.218 $226K
Holdings After Transaction: Common Stock — 690,513 shares (Direct)
Footnotes (1)
  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.
Shares sold 11,780 shares Common stock sale on August 4, 2026 to cover RSU tax withholding
Sale price per share $19.218 Price per share for the 11,780 common shares sold
Shares owned after transaction 690,513 shares Direct holdings of Gregory Orenstein following the reported sale
Net shares sold 11,780 shares Net sell shares reported in the transaction summary
RSUs financial
"These shares were sold to cover 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.
equity incentive plans financial
"sales to cover are mandated by the Issuer's equity incentive plans to satisfy tax"
Equity incentive plans are company programs that pay employees, executives, or directors with company stock, stock options, or share units instead of or in addition to cash, aiming to align their interests with shareholders—like giving team members a stake in the house they help build. For investors this matters because such plans can motivate better company performance but also dilute existing ownership and increase reported compensation costs, so they affect future earnings, voting power, and share value.
tax withholding obligations financial
"plans to satisfy tax withholding obligations and do not represent a discretionary trade"
sales to cover financial
"Such "sales to cover" are mandated by the Issuer's equity incentive plans"

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

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FAQ

What insider transaction did nCino (NCNO) report for CFO Gregory Orenstein?
Gregory Orenstein, nCino’s CFO and Treasurer, sold 11,780 common shares at $19.218 on August 4, 2026. The sale was tied to RSU vesting to satisfy tax withholding, and he now directly owns 690,513 shares of nCino common stock.

Was the NCNO insider sale by the CFO a discretionary trade?
No. The filing explains the shares were sold solely to cover tax withholding due upon vesting of RSUs under nCino’s equity incentive plans. It states these “sales to cover” are mandated and do not represent a discretionary trade by the reporting person.

How many nCino (NCNO) shares does CFO Gregory Orenstein hold after this sale?
After the reported transaction, Gregory Orenstein directly holds 690,513 shares of nCino common stock. This position reflects his holdings following the sale of 11,780 shares executed to satisfy RSU-related tax withholding obligations under the company’s equity incentive plans.

What was the per-share price in the NCNO insider sale by the CFO?
The reported sale price was $19.218 per share for nCino common stock. This price applies to the 11,780 shares sold on August 4, 2026 in a transaction identified as covering tax withholding arising from the vesting of restricted stock units.

What type of shares were involved in the NCNO Form 4 filing for the CFO?
The transaction involved Common Stock of nCino, Inc. The sale was linked to the vesting of RSUs, with shares sold to cover associated tax withholding, as mandated by the issuer’s equity incentive plans rather than as an elective open-market trade.

Did the NCNO CFO’s transaction occur under a Rule 10b5-1 trading plan?
No. The Rule 10b5‑1 checkbox in the filing is not affirmed, and the footnote describes the sale as a mandated “sale to cover” for RSU tax withholding, rather than execution under a pre-arranged Rule 10b5‑1 trading plan.
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).
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*
Orenstein Gregory
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
CFO & Treasurer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/04/2026		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 Stock08/04/2026S11,780(1)D$19.218690,513D
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
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.
Remarks:
/s/ Jeanette Sellers, Attorney-in-fact for Gregory Orenstein08/06/2026
** 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)

Source: View Original Filing on SEC EDGAR