Was the NETSCOUT (NTCT) share sale by Michael Szabados under a 10b5-1 plan?

Yes, the 4,000-share sale was made under a Rule 10b5-1 plan. The filing states that Szabados adopted this trading plan on May 23, 2025, and the February 18, 2026 sale at $29.18 per share was executed pursuant to that pre-established plan.

NETSCOUT (NTCT) director Szabados sells 4,000 shares, PSUs forfeited

Q: What happened to Michael Szabados’s performance stock units at NETSCOUT (NTCT)?

A prior 18,000 PSU grant ultimately vested at 0%. The Compensation Committee determined on November 3, 2025 that none of these PSUs vested for the October 26, 2022 to October 25, 2025 performance period, leading to forfeiture of 27,240 unachieved PSUs.

Filing Impact

(Moderate)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

NETSCOUT SYSTEMS INC director Michael Szabados reported an open-market sale of Common Stock. He sold 4,000 shares of NETSCOUT Common Stock at a price of $29.18 per share on February 18, 2026, under a Rule 10b5-1 trading plan adopted on May 23, 2025. After this sale, he directly owned 36,494 Common shares.

The filing also updates his performance stock unit (PSU) holdings. A prior grant of 18,000 PSUs, which could vest from 0% to 100% based on relative total shareholder return over the period from October 26, 2022 to October 25, 2025, ultimately vested at 0% as determined by the Compensation Committee on November 3, 2025. The report notes that 27,240 unachieved PSUs were forfeited, and Szabados now holds 33,600 PSUs following this forfeiture.

Insider Trade Summary

Net Seller: 4,000 shares

Net Sell 2 txns

Insider SZABADOS MICHAEL

Role Director

Sold 4,000 shs ($117K)

Type	Security	Shares	Price	Value
Sale	Common Stock	4,000	$29.18	$117K
holding	Performance Stock Unit	--	--	--

Holdings After Transaction: Common Stock — 36,494 shares (Direct); Performance Stock Unit — 33,600 shares (Direct)

Footnotes (4)

F1. The shares of Common Stock were sold pursuant to a 10b5-1 plan adopted by the Reporting Person on May 23, 2025.
F2. The price is N/A.
F3. On October 26, 2022, the reporting person was granted 18,000 performance stock units (the "Prior PSUs"), which shall vest in a range of 0% to 100% upon the determination of the Compensation Committee of the Board of the attainment of the required relative total shareholder return over the 36-month period commencing on October 26, 2022, and ending on October 25, 2025. On November 3, 2025, the Compensation Committee of the Board determined that 0% of the Prior PSUs shall vest.
F4. Reflects the number of performance stock units ("PSUs") held by the Reporting Person after the forfeiture of 27,240 unachieved PSUs.

FAQ

What insider transaction did NETSCOUT (NTCT) director Michael Szabados report?

Michael Szabados reported selling 4,000 NETSCOUT Common shares. The sale occurred on February 18, 2026, at $29.18 per share in an open-market transaction. It was executed under a pre-arranged Rule 10b5-1 trading plan adopted on May 23, 2025.

How many NETSCOUT (NTCT) shares does Michael Szabados own after this Form 4?

After the transaction, Szabados directly owns 36,494 NETSCOUT Common shares. This reflects his holdings following the February 18, 2026 open-market sale of 4,000 shares at $29.18 per share that was carried out under his Rule 10b5-1 trading plan.

What happened to Michael Szabados’s performance stock units at NETSCOUT (NTCT)?

A prior 18,000 PSU grant ultimately vested at 0%. The Compensation Committee determined on November 3, 2025 that none of these PSUs vested for the October 26, 2022 to October 25, 2025 performance period, leading to forfeiture of 27,240 unachieved PSUs.

How many performance stock units does Michael Szabados hold after the forfeiture at NETSCOUT (NTCT)?

Following the forfeiture, Szabados holds 33,600 performance stock units. The filing explains that this figure reflects his remaining PSU balance after 27,240 unachieved PSUs were forfeited when the prior relative total shareholder return goals were not met.

What performance period applied to Michael Szabados’s unvested PSUs at NETSCOUT (NTCT)?

The PSU performance period ran for 36 months starting October 26, 2022. It ended on October 25, 2025 and was tied to relative total shareholder return. On November 3, 2025, the Compensation Committee determined that 0% of this PSU grant vested.

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

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 02/20/2026 - 04:07 PM

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^*

SZABADOS MICHAEL

(Last)

(First)

(Middle)

C/O NETSCOUT SYSTEMS, INC.

310 LITTLETON ROAD

(Street)

WESTFORD

01886

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
NETSCOUT SYSTEMS INC [ NTCT ]

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)
02/18/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/18/2026		S⁽¹⁾		4,000	D	$29.18	36,494	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance Stock Unit	⁽²⁾							⁽³⁾	⁽³⁾	Common Stock	33,600		33,600⁽⁴⁾	D

Explanation of Responses:

1. The shares of Common Stock were sold pursuant to a 10b5-1 plan adopted by the Reporting Person on May 23, 2025.

2. The price is N/A.

3. On October 26, 2022, the reporting person was granted 18,000 performance stock units (the "Prior PSUs"), which shall vest in a range of 0% to 100% upon the determination of the Compensation Committee of the Board of the attainment of the required relative total shareholder return over the 36-month period commencing on October 26, 2022, and ending on October 25, 2025. On November 3, 2025, the Compensation Committee of the Board determined that 0% of the Prior PSUs shall vest.

4. Reflects the number of performance stock units ("PSUs") held by the Reporting Person after the forfeiture of 27,240 unachieved PSUs.

	/s/ Jeff Levinson by Power of Attorney	02/20/2026
	** 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.

Source: View Original Filing on SEC EDGAR