Netskope insider reports RSU vesting and share withholding for taxes

Rhea-AI Filing Summary

Netskope, Inc. (NTSK) insider activity: The company’s Chief Revenue Officer reported equity transactions dated 10/01/2025. Multiple restricted stock unit (RSU) awards vested (code M), delivering Class B Common Stock: 25,000 RSUs, 3,200 RSUs, and 3,125 RSUs, each RSU representing one share of Class B Common Stock.

The filing also shows a conversion of 31,325 shares of Class B Common Stock into Class A Common Stock on a 1:1 basis (code M), consistent with the issuer’s charter mechanics. In addition, 12,224 shares were withheld to cover the reporting person’s tax liability upon vesting (code F). RSU vesting schedules begin on January 1, 2026 and run in equal quarterly installments over 10-, 12-, and 14-quarter periods, respectively.

Class B shares are convertible into Class A at the holder’s option and automatically convert on or prior to September 19, 2035 as provided by the charter.

Insights

Insider transactions analyst

Routine RSU vesting, share class conversion, and tax withholding.

The disclosure lists standard equity events: RSU vesting (codes M) delivering Class B Common Stock in tranches of 25,000, 3,200, and 3,125 shares. These follow preset schedules starting on January 1, 2026 over 10, 12, and 14 quarterly installments as described.

It also records a 1:1 conversion of 31,325 Class B shares into Class A (code M), consistent with the issuer’s dual-class structure, and 12,224 shares withheld for taxes upon vesting (code F). No cash consideration is indicated in the excerpt for these equity settlements.

These actions are administrative and tied to equity compensation mechanics. Actual impact depends on the scale relative to float and ongoing vesting cadence disclosed in future compensation updates.

Insider Trade Summary

62,650 shares exercised/converted

Mixed 5 txns

Insider Bousquet Raphael

Role Chief Revenue Offucer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	3,200	$0.00	--
Exercise	Restricted Stock Units	25,000	$0.00	--
Exercise	Restricted Stock Units	3,125	$0.00	--
Exercise	Class B Common Stock	31,325	$0.00	--
Tax Withholding	Class B Common Stock	12,224	$0.00	--

Holdings After Transaction: Restricted Stock Units — 32,007 shares (Direct); Class B Common Stock — 75,354 shares (Direct)

Footnotes (1)

1. Each restricted stock unit, or RSU, represents a contingent right to receive one share of Issuer Class B Common Stock. The RSUs vest in 10 equal quarterly installments beginning on January 1, 2026. The RSUs vest in 12 equal quarterly installments beginning on January 1, 2026. The RSUs vest in 14 equal quarterly installments beginning on January 1, 2026. 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 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. The shares were withheld to satisfy the reporting person's tax liability in connection with the vesting of RSUs.

Form 4 Insider Transactions: What Each Field Means →

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^*

Bousquet Raphael

(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 Revenue Offucer

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2025

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
Restricted Stock Units	(1)	10/01/2025		M			3,200	(2)	(2)	Class B Common Stock	3,200	$0	32,007	D
Restricted Stock Units	(1)	10/01/2025		M			25,000	(3)	(3)	Class B Common Stock	25,000	$0	300,000	D
Restricted Stock Units	(1)	10/01/2025		M			3,125	(4)	(4)	Class B Common Stock	3,125	$0	43,750	D
Class B Common Stock	(5)	10/01/2025		M		31,325		(5)	(6)	Class A Common Stock	31,325	$0	75,354	D
Class B Common Stock	(5)	10/01/2025		F			12,224(7)	(5)	(6)	Class A Common Stock	12,224	$0	63,130	D

Explanation of Responses:

1. Each restricted stock unit, or RSU, represents a contingent right to receive one share of Issuer Class B Common Stock.

2. The RSUs vest in 10 equal quarterly installments beginning on January 1, 2026.

3. The RSUs vest in 12 equal quarterly installments beginning on January 1, 2026.

4. The RSUs vest in 14 equal quarterly installments beginning on January 1, 2026.

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

6. 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.

7. 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	10/03/2025
	** 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).
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FAQ

What insider activity did Netskope (NTSK) report on 10/01/2025?

RSU vesting events (codes M) for 25,000, 3,200, and 3,125 RSUs, a 31,325 share Class B to Class A conversion, and 12,224 shares withheld for taxes (code F).

How do Netskope (NTSK) RSUs convert into shares?

Each RSU represents a right to receive one share of Class B Common Stock upon vesting, per the disclosure.

What are the RSU vesting schedules for Netskope (NTSK)?

The awards vest in equal quarterly installments over 10, 12, and 14 quarters, beginning January 1, 2026.

What does the Class B to Class A conversion mean for Netskope (NTSK)?

Class B converts into Class A on a 1:1 basis at the holder’s option and automatically on or prior to September 19, 2035, per the charter.

Why were 12,224 Netskope (NTSK) shares withheld?

They were withheld to satisfy the reporting person’s tax liability upon RSU vesting (transaction code F).