Netskope CFO converts stock grants into 15,625 shares

Netskope Inc's Chief Financial Officer Andrew H. del Matto reported that 15,625 Restricted Stock Units were converted into Class B Common Stock on October 1, 2026, and 15,625 Class B shares were converted into Class A Common Stock at a 1:1 ratio.

Rhea-AI Filing Summary

Netskope Inc's Chief Financial Officer Andrew H. del Matto reported that 15,625 Restricted Stock Units were converted into Class B Common Stock on October 1, 2026, and 15,625 Class B shares were converted into Class A Common Stock at a 1:1 ratio. He also had 8,638 Class B shares withheld at a reported $17.44 per share to satisfy tax liability related to RSU vesting. Following the RSU transaction, 156,250 RSUs remained.

Insider Trade Summary

31,250 shares exercised/converted

Exercise 3 txns

Insider DEL MATTO ANDREW H

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units F1, F2	15,625	$0.00	$0.00
Exercise	Class B Common Stock F1, F3	15,625	$0.00	$0.00
Tax Withholding	Class B Common Stock F1, F4, F3	8,638	$17.44	$151K

Holdings After Transaction: Restricted Stock Units — 156,250 contracts (Direct); Class B Common Stock — 324,875 contracts (Direct)

Footnotes (4)

1. F1. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder.
2. F2. The remaining RSUs vest in 10 equal quarterly installments beginning on January 1, 2027.
3. F3. 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.
4. F4. The shares were withheld to satisfy the reporting person's tax liability in connection with the vesting of RSUs.

Key Figures

Restricted Stock Units converted: 15,625 units Class A Common Stock acquired: 15,625 shares Shares withheld for tax liability: 8,638 shares +3 more

6 metrics

Restricted Stock Units converted 15,625 units Transaction reported October 1, 2026

Class A Common Stock acquired 15,625 shares Conversion from Class B Common Stock on October 1, 2026

Shares withheld for tax liability 8,638 shares In connection with RSU vesting on October 1, 2026

Reported withholding price $17.44 per share Shares withheld for tax liability

RSUs following transaction 156,250 units Following the October 1, 2026 transaction

RSU vesting installments 10 equal quarterly installments Beginning January 1, 2027

Key Terms

Restricted Stock Units, quarterly installments, automatically convert

3 terms

Restricted Stock Units financial

"Restricted Stock Units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

quarterly installments financial

"vest in 10 equal quarterly installments"

automatically convert technical

"automatically convert to shares of Class A Common Stock"

FAQ

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

How many NTSK shares were involved in Andrew H. del Matto's conversion?

On October 1, 2026, Andrew H. del Matto reported conversion of 15,625 Restricted Stock Units into 15,625 Class B Common Stock shares, followed by conversion of 15,625 Class B shares into Class A Common Stock at a 1:1 ratio.

How many NTSK shares were withheld for taxes, and at what price?

8,638 Class B shares were withheld at a reported $17.44 per share to satisfy Andrew H. del Matto's tax liability in connection with RSU vesting.

When do Andrew H. del Matto's remaining NTSK RSUs vest?

The remaining RSUs vest in 10 equal quarterly installments beginning on January 1, 2027.

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

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Available on EDGAR 10/02/2026 - 05:13 PM Accepted by SEC EDGAR 10/02/2026 - 05:12 PM Learn about SEC filing dates

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^*

DEL MATTO ANDREW H

(Last) (First) (Middle)

C/O NETSKOPE, INC.

2445 AUGUSTINE DRIVE, SUITE 301

(Street)

SANTA CLARA CALIFORNIA 95054

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			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
Restricted Stock Units	(1)	10/01/2026		M			15,625	(2)	(2)	Class B Common Stock	15,625	$0	156,250	D
Class B Common Stock	(1)	10/01/2026		M		15,625		(1)	(3)	Class A Common Stock	15,625	$0	333,513	D
Class B Common Stock	(1)	10/01/2026		F			8,638(4)	(1)	(3)	Class A Common Stock	8,638	$17.44	324,875	D

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 remaining RSUs vest in 10 equal quarterly installments beginning on January 1, 2027.

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.

4. The shares were withheld to satisfy the reporting person's tax liability in connection with the vesting of RSUs.

	/s/ James Bushnell, by power of attorney	10/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)