Netskope NTSK insider Form 4 shows Class B to Class A equity move

Rhea-AI Filing Summary

Netskope, Inc. (NTSK) reported a routine insider equity transaction by its Chief Financial Officer. The filing shows the exercise of an employee stock option to acquire 41,493 shares of Class B Common Stock at an exercise price of $2.41 per share. These Class B shares are convertible into Class A Common Stock on a 1:1 basis at the holder’s option and automatically convert on or prior to September 19, 2035 under the company’s amended and restated certificate of incorporation.

Following the reported option exercise and related movements, the reporting person held 3,225,342 derivative securities in the form of options and 123,791 shares of Class A Common Stock, all listed as directly owned. The filing is labeled as being made by one reporting person and reflects an option exercise rather than an open-market purchase or sale.

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
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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^*

DEL MATTO ANDREW H

(Last) (First) (Middle)

C/O NETSKOPE, INC.

2445 AUGUSTINE DRIVE, SUITE 301

(Street)

SANTA CLARA CA 95054

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Netskope Inc [ NTSK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/24/2025

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)
			Code	V	Amount	(A) or (D)	Price

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)	$2.41	11/24/2025		M(1)			41,493	(2)	06/19/2029	Class B Common Stock	41,493	$0	3,225,342	D
Class B Common Stock	(3)	11/24/2025		M		41,493		(3)	(4)	Class A Common Stock	41,493	$0	123,791	D

Explanation of Responses:

1. The reported transaction relates solely to an option exercise by the reporting person.

2. The shares subject to the option are fully vested and immediately exercisable.

3. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder.

4. 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/ James Bushnell, by power of attorney	11/25/2025
	** 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.
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FAQ

What insider transaction did Netskope Inc (NTSK) report in this Form 4?

The Form 4 reports that the Chief Financial Officer exercised an employee stock option to acquire 41,493 shares of Class B Common Stock at an exercise price of $2.41 per share on 11/24/2025.

How many Netskope (NTSK) options and shares does the reporting person hold after this transaction?

After the reported transactions, the reporting person beneficially owned 3,225,342 derivative securities (employee stock options) and 123,791 shares of Class A Common Stock, all shown as held directly.

What is the relationship between Netskope’s Class B and Class A Common Stock?

Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder, and the Class B shares automatically convert into Class A shares on a 1:1 basis on or prior to September 19, 2035, as set out in the company’s amended and restated certificate of incorporation.

Was this Netskope (NTSK) Form 4 filed for one reporting person or a group?

The filing indicates that it is a Form filed by one reporting person, not a joint or group filing.

What role does the reporting person hold at Netskope Inc (NTSK)?

The reporting person is identified as an Officer of Netskope Inc, holding the title of Chief Financial Officer.

Where is the reporting person for this Netskope (NTSK) Form 4 located?

The address listed for the reporting person is C/O NETSKOPE, INC., 2445 Augustine Drive, Suite 301.