STOCK TITAN

NetScout director reports 7,000 RSUs, 7,000 shares

Director Shannon Nash reported RSU grants and exercises at NETSCOUT, resulting in 25,085 common shares held indirectly in a trust.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

NETSCOUT SYSTEMS INC (NTCT) director Shannon Nash reported equity-compensation activity involving 7,000 Restricted Stock Units and related common stock. On September 9, 2026, she received a grant of 7,000 RSUs for no cash consideration, each representing one share of common stock. On September 10, 2026, 7,000 RSUs were exercised or converted into 7,000 shares of common stock, which are held indirectly in a trust for which Ms. Nash and her spouse serve as co-trustees, resulting in 25,085 shares of common stock held indirectly after the transaction. The RSUs vest based on board and committee meeting attendance during the company’s 2027 fiscal year, with later vesting to September 9, 2029 if the attendance condition is not met. No Rule 10b5-1 trading plan is reported.

Positive

  • None.

Negative

  • None.
Insider Nash Shannon
Role Director
Type Security Shares Price Value
Exercise Restricted Stock Unit F2, F6, F5 7,000 -- --
Exercise Common Stock F1, F2, F3 7,000 -- --
Grant/Award Restricted Stock Unit F2, F4, F5 7,000 $0.00 $0.00
Holdings After Transaction: Restricted Stock Unit — 7,000 contracts (Direct); Common Stock — 25,085 shares (Indirect, See Footnote)
Footnotes (6)
  1. F1. The shares of Common Stock were acquired upon the vesting of certain restricted stock units previously granted to the reporting person.
  2. F2. Price is N/A.
  3. F3. The shares are held by trust for which Ms. Nash and her spouse serve as co-trustees.
  4. F4. All of the Restricted Stock Units vest on the first anniversary of the date of grant, provided that the reporting person attends at least 75% of the meetings, collectively, of the Board and any committee of the Board of which the reporting person is a member which are held during the corporation's 2027 fiscal year; provided that, in the event that the attendance requirements are not met, the Restricted Stock Units will not become vested until 09/09/2029; subject, in each case, to the reporting person's continuous service with the corporation through the applicable vesting date.
  5. F5. Date is N/A.
  6. F6. 09/10/2026
RSUs granted 7,000 Restricted Stock Units Grant to Shannon Nash on September 9, 2026 at $0.0000 per unit
RSUs exercised/converted 7,000 Restricted Stock Units Exercised or converted into common stock on September 10, 2026
Common shares acquired from RSUs 7,000 shares of common stock Acquired indirectly upon RSU vesting on September 10, 2026
Indirect common stock holdings after transaction 25,085 shares Common stock held indirectly in a trust after September 10, 2026
RSU vesting attendance threshold 75% of meetings Required Board and committee meeting attendance during 2027 fiscal year for RSU vesting
Alternative vesting date if attendance condition unmet September 9, 2029 Deferred vesting date for the 7,000 RSUs if conditions are not satisfied
Rule 10b5-1 plan status No Rule 10b5-1 plan reported Form-level checkbox not marked for these transactions
Restricted Stock Unit financial
"The shares of Common Stock were acquired upon the vesting of certain restricted stock units"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
indirect financial
"The shares are held by trust for which Ms. Nash and her spouse serve"
co-trustees financial
"held by trust for which Ms. Nash and her spouse serve as co-trustees"
Rule 10b5-1 regulatory
"No Rule 10b5-1 trading plan is reported for these transactions"
Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.
continuous service financial
"subject, in each case, to the reporting person’s continuous service with the corporation"

FAQ

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

What equity transactions did NETSCOUT (NTCT) director Shannon Nash report on this Form 4?

She reported a grant of 7,000 RSUs on September 9, 2026 and the exercise or conversion of 7,000 RSUs into 7,000 shares of common stock on September 10, 2026, tied to her equity compensation as a director.

How many NETSCOUT (NTCT) common shares does Shannon Nash indirectly hold after these transactions?

After the September 10, 2026 conversion, 25,085 shares of NETSCOUT common stock are held indirectly in a trust for which Shannon Nash and her spouse serve as co-trustees.

What are the vesting conditions for Shannon Nash’s 7,000 RSU grant at NTCT?

All 7,000 Restricted Stock Units vest on the first anniversary of the grant date if she attends at least 75% of Board and applicable committee meetings during NETSCOUT’s 2027 fiscal year; otherwise, the RSUs vest on September 9, 2029, subject to continuous service.

Were Shannon Nash’s NETSCOUT (NTCT) Form 4 transactions under a Rule 10b5-1 trading plan?

No. The Form 4 indicates the Rule 10b5-1 checkbox is not marked, so no Rule 10b5-1 trading plan is reported for these transactions.

How were the shares acquired on September 10, 2026 held for Shannon Nash at NETSCOUT (NTCT)?

The 7,000 common shares acquired on September 10, 2026 are held indirectly in a trust for which Shannon Nash and her spouse serve as co-trustees, as disclosed in the footnotes.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates
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*
Nash Shannon

(Last)(First)(Middle)
C/O NETSCOUT SYSTEMS, INC.
310 LITTLETON ROAD

(Street)
WESTFORD MASSACHUSETTS 01886

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
NETSCOUT SYSTEMS INC [ NTCT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/09/2026
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 Stock09/10/2026M(1)7,000A(2)25,085ISee Footnote(3)
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
Restricted Stock Unit(2)09/09/2026A7,000 (4) (5)Common Stock7,000$014,000D
Restricted Stock Unit(2)09/10/2026M7,000 (6) (5)Common Stock7,000(2)7,000D
Explanation of Responses:
1. The shares of Common Stock were acquired upon the vesting of certain restricted stock units previously granted to the reporting person.
2. Price is N/A.
3. The shares are held by trust for which Ms. Nash and her spouse serve as co-trustees.
4. All of the Restricted Stock Units vest on the first anniversary of the date of grant, provided that the reporting person attends at least 75% of the meetings, collectively, of the Board and any committee of the Board of which the reporting person is a member which are held during the corporation's 2027 fiscal year; provided that, in the event that the attendance requirements are not met, the Restricted Stock Units will not become vested until 09/09/2029; subject, in each case, to the reporting person's continuous service with the corporation through the applicable vesting date.
5. Date is N/A.
6. 09/10/2026
/s/ Jeff Levinson by Power of Attorney09/11/2026
** 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)

Keep reading