Netskope (NTSK) CRO details RSU vesting, Class B–A conversions and sales

Rhea-AI Filing Summary

Netskope Inc. insider Raphael Bousquet, the Chief Revenue Officer, reported multiple equity transactions involving restricted stock units (RSUs) and share conversions. On January 8, 2026, RSUs covering 3,201, 25,000, 3,125, and 28,125 shares became deliverable at an exercise price of $0, relating to Netskope Class B and Class A Common Stock. Each RSU represents a right to receive one share of Class B Common Stock.

On January 8, 9, and 12, 2026, Bousquet converted 3,224, 3,192, and 3,823 shares of Class B Common Stock into the same number of Class A shares, then sold those Class A shares at weighted average prices of $16.9745, $16.3817, and $16.6572. The filing states these sales were made to satisfy tax obligations from RSU settlements. Remaining RSUs vest in 9, 11, 13, and 15 equal quarterly installments beginning on April 1, 2026, and Class B shares are convertible into Class A on a 1:1 basis, automatically by September 19, 2035.

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

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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)
01/08/2026

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
Class A Common Stock	01/08/2026		C		3,224	A	(1)	3,224	D
Class A Common Stock	01/08/2026		S(2)		3,224	D	$16.9745(3)	0	D
Class A Common Stock	01/09/2026		C		3,192	A	(1)	3,192	D
Class A Common Stock	01/09/2026		S(2)		3,192	D	$16.3817(4)	0	D
Class A Common Stock	01/12/2026		C		3,823	A	(1)	3,823	D
Class A Common Stock	01/12/2026		S(2)		3,823	D	$16.6572(5)	0	D

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	(6)	01/08/2026		M(7)			3,201	(8)	(8)	Class B Common Stock	3,201	$0	28,806	D
Restricted Stock Units	(6)	01/08/2026		M(7)			25,000	(9)	(9)	Class A Common Stock	25,000	$0	275,000	D
Restricted Stock Units	(6)	01/08/2026		M(7)			3,125	(10)	(10)	Class A Common Stock	3,125	$0	40,625	D
Restricted Stock Units	(6)	01/08/2026		M(7)			28,125	(11)	(11)	Class B Common Stock	28,125	$0	421,875	D
Class B Common Stock	(1)	01/08/2026		M		59,451		(1)	(12)	Class A Common Stock	59,451	$0	122,581	D
Class B Common Stock	(1)	01/08/2026		C			3,224	(1)	(12)	Class A Common Stock	3,224	$0	119,357	D
Class B Common Stock	(1)	01/09/2026		C			3,192	(1)	(12)	Class A Common Stock	3,192	$0	116,165	D
Class B Common Stock	(1)	01/12/2026		C			3,823	(1)	(12)	Class A Common Stock	3,823	$0	112,342	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 reported shares were sold to satisfy the reporting person's tax obligations in connection with the settlement of restricted stock units, or RSUs.

3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.58 to $17.50, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (3), (4) and (5) to this Form 4.

4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.995 to $16.55, inclusive.

5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.44 to $17.08, inclusive.

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

7. Settlement of the vested RSUs was deferred until January 8, 2026.

8. The remaining RSUs vest in nine equal quarterly installments beginning on April 1, 2026.

9. The remaining RSUs vest in 11 equal quarterly installments beginning on April 1, 2026.

10. The remaining RSUs vest in 13 equal quarterly installments beginning on April 1, 2026.

11. The remaining RSUs vest in 15 equal quarterly installments beginning on April 1, 2026.

12. 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	01/12/2026
	** Signature of Reporting Person	Date
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FAQ

What insider activity did Netskope (NTSK) report for Raphael Bousquet?

The filing shows Chief Revenue Officer Raphael Bousquet had RSUs settle on January 8, 2026 and converted Class B Common Stock into Class A Common Stock on January 8, 9, and 12, 2026, followed by sales of the resulting Class A shares.

How many Netskope Class A shares did Raphael Bousquet sell and at what prices?

Bousquet sold 3,224 Class A shares on January 8, 2026 at a weighted average price of $16.9745, 3,192 shares on January 9, 2026 at $16.3817, and 3,823 shares on January 12, 2026 at $16.6572.

Why were Netskope shares sold by Raphael Bousquet according to the Form 4?

The footnotes state that the reported Class A shares were sold to satisfy the reporting person’s tax obligations arising from the settlement of restricted stock units, or RSUs.

What RSU grants for Netskope (NTSK) are described in this filing?

The filing describes RSUs covering 3,201, 25,000, 3,125, and 28,125 shares that settled on January 8, 2026. Each RSU represents a contingent right to receive one share of Netskope Class B Common Stock.

What is the vesting schedule for Raphael Bousquet’s remaining Netskope RSUs?

The remaining RSUs vest in nine, 11, 13, and 15 equal quarterly installments, each schedule beginning on April 1, 2026, as specified in the individual RSU footnotes.

How are Netskope Class B and Class A Common Stock related in this Form 4?

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

Does Raphael Bousquet hold Netskope shares directly or indirectly in this filing?

The transactions are reported as direct (D) ownership, and no footnotes in this filing indicate that the shares are held through another entity or that beneficial ownership is disclaimed.