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Netskope (NTSK) director converts 1.42M Class B shares into Class A stock

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Netskope Inc director Enrique T. Salem reported conversions of Class B Common Stock into Class A Common Stock. On December 9, 2025, he converted 1,220,562 shares of Class B into an equal number of Class A shares, a non-cash derivative conversion at a stated price of $0.00 per share.

On December 3, 2025, an additional 200,000 Class B shares held indirectly through The Enrique Salem 2017 Grantor Retained Annuity Trust, for which he serves as trustee, were similarly converted into 200,000 Class A shares. Each Class B share is convertible into one Class A share at the holder’s option, and the Class B shares automatically convert into Class A on a 1:1 basis on or prior to September 19, 2035 under Netskope’s amended and restated certificate of incorporation.

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Insider Salem Enrique T
Role Director
Type Security Shares Price Value
Conversion Class B Common Stock 1,220,562 $0.00 --
Conversion Class A Common Stock 1,220,562 $0.00 --
Conversion Class B Common Stock 200,000 $0.00 --
Conversion Class A Common Stock 200,000 $0.00 --
Holdings After Transaction: Class B Common Stock — 0 shares (Direct); Class A Common Stock — 1,220,562 shares (Direct); Class B Common Stock — 0 shares (Indirect, See footnote); Class A Common Stock — 200,000 shares (Indirect, See footnote)
Footnotes (1)
  1. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder. The shares are held of record by The Enrique Salem 2017 Grantor Retained Annuity Trust for which the reporting person serves as trustee. The shares of Class B Common Stock automatically convert to shares of Class A Common Stock on a 1:1 basis on or prior to September 19, 2035 as set forth in the Issuer's amended and restated certificate of incorporation.
Direct Class B to Class A conversion 1,220,562 shares Converted on December 9, 2025 into Class A Common Stock
Indirect Class B to Class A conversion 200,000 shares Converted on December 3, 2025 via 2017 Grantor Retained Annuity Trust
Total shares converted 1,420,562 shares Aggregate Class B to Class A conversions reported in this Form 4
Conversion ratio 1:1 Each Class B Common Stock share convertible into one Class A share
Automatic conversion deadline September 19, 2035 Class B shares automatically convert into Class A on or prior to this date
Price per share for conversions $0.00 per share Stated transaction price for reported Class B to Class A conversions
Shares held after direct conversion 1,220,562 shares Direct Class A Common Stock holdings following December 9, 2025 conversion
Indirect Class A holdings after conversion 200,000 shares Indirect Class A Common Stock held through 2017 GRAT after December 3, 2025 conversion
Class B Common Stock financial
"Each share of Class B Common Stock is convertible into one share"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
Class A Common Stock financial
"convertible into one share of Class A Common Stock at the option"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
Grantor Retained Annuity Trust financial
"The shares are held of record by The Enrique Salem 2017 Grantor Retained Annuity Trust"
A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.
amended and restated certificate of incorporation regulatory
"as set forth in the Issuer's amended and restated certificate of incorporation"
A company’s amended and restated certificate of incorporation is an updated version of its foundational legal charter that replaces the older document and folds in all changes into one clear copy; it spells out corporate structure, classes of stock, shareholder rights and key governance rules. Investors care because it can change who controls the company, how votes are counted, what claims shareholders have on assets or dividends, and can introduce or remove protections against takeovers—like updating a house title after a major renovation to show who owns what and under what rules.
automatic conversion financial
"The shares of Class B Common Stock automatically convert to shares of Class A"
Form 4 Insider Transactions: What Each Field Means →
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*
Salem Enrique T
(Last)(First)(Middle)
C/O BAIN CAPITAL VENTURE INVESTORS, LLC
200 CLARENDON STREET
(Street)
BOSTON MASSACHUSETTS 02116
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Netskope Inc [ NTSK ] 		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)
12/03/2025		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
Class A Common Stock12/03/2025C200,000A(1)200,000ISee footnote(2)
Class A Common Stock12/09/2025C1,220,562A(1)1,220,562D
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
Class B Common Stock(1)12/03/2025C200,000 (1) (3)Class A Common Stock200,000$00ISee footnote(2)
Class B Common Stock(1)12/09/2025C1,220,562 (1) (3)Class A Common Stock1,220,562$00D
Explanation of Responses:
1. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder.
2. The shares are held of record by The Enrique Salem 2017 Grantor Retained Annuity Trust for which the reporting person serves as trustee.
3. The shares of Class B Common Stock automatically convert to shares of Class A Common Stock on a 1:1 basis on or prior to September 19, 2035 as set forth in the Issuer's amended and restated certificate of incorporation.
/s/ Jim Bushnell, by power of attorney04/03/2026
** 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

FAQ

What insider transactions did Netskope (NTSK) report for Enrique T. Salem?

Netskope reported that director Enrique T. Salem converted Class B Common Stock into Class A Common Stock. He converted 1,220,562 shares directly and 200,000 shares indirectly held by a 2017 Grantor Retained Annuity Trust, with no open-market purchases or sales disclosed.

How many Netskope (NTSK) shares were involved in Enrique Salem’s latest Form 4?

The Form 4 shows derivative conversions totaling 1,420,562 shares. This includes 1,220,562 Class B shares converted into Class A shares directly and 200,000 Class B shares converted into Class A shares indirectly through a 2017 Grantor Retained Annuity Trust where Salem serves as trustee.

Were Netskope (NTSK) shares bought or sold on the market in this Form 4?

The filing reflects non-cash derivative conversions, not open-market trades. Class B Common Stock was converted into Class A Common Stock at a stated price of $0.00 per share, so there were no reported market purchases or sales associated with these transactions.

What is the relationship between Netskope (NTSK) Class B and Class A Common Stock?

Each share of Netskope Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder. Footnotes also state that Class B shares automatically convert into Class A on a 1:1 basis on or prior to September 19, 2035.

How are Enrique Salem’s indirect Netskope (NTSK) holdings structured?

Part of Salem’s position is held indirectly through The Enrique Salem 2017 Grantor Retained Annuity Trust. The Form 4 notes that the 200,000 Class B shares converted on December 3, 2025 were held of record by this trust, for which he serves as trustee.