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NTSK Form 4: 15,625 RSUs settled, Class B to A conversion at $0

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

Rhea-AI Filing Summary

Netskope, Inc. (NTSK) reported insider activity by its Chief Financial Officer on a Form 4 dated 10/01/2025. The filing shows the settlement of 15,625 restricted stock units (RSUs) into Class B Common Stock at $0 per unit, followed by the conversion of 15,625 shares of Class B into Class A Common Stock at $0. The company also withheld 8,451 shares to cover taxes related to the RSU vesting.

Following the reported transactions, the filing lists 218,750 derivative securities beneficially owned and 82,298 shares of Class A Common Stock beneficially owned. The RSUs are scheduled to vest in 14 equal quarterly installments beginning on January 1, 2026. Each share of Class B is convertible into Class A on a 1:1 basis, with automatic conversion on or prior to September 19, 2035 as provided in the company’s charter.

Positive

  • None.

Negative

  • None.
Insider DEL MATTO ANDREW H
Role Chief Financial Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 15,625 $0.00 $0.00
Exercise Class B Common Stock 15,625 $0.00 $0.00
Exercise Price or Tax Liability Class B Common Stock 8,451 $0.00 $0.00
Holdings After Transaction: Restricted Stock Units — 218,750 shares (Direct); Class B Common Stock — 82,298 shares (Direct)
Footnotes (5)
  1. F1. Each restricted stock unit, or RSU, represents a contingent right to receive one share of Issuer Class B Common Stock.
  2. F2. The RSUs vest in 14 equal quarterly installments beginning on January 1, 2026.
  3. F3. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder.
  4. F4. 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.
  5. F5. The shares were withheld to satisfy the reporting person's tax liability in connection with the vesting of RSUs.

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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*
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)
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 15,625 (2) (2) Class B Common Stock 15,625 $0 218,750 D
Class B Common Stock (3) 10/01/2025 M 15,625 (3) (4) Class A Common Stock 15,625 $0 90,749 D
Class B Common Stock (3) 10/01/2025 F 8,451(5) (3) (4) Class A Common Stock 8,451 $0 82,298 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 14 equal quarterly installments beginning on January 1, 2026.
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.
5. 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).
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