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Tax withholding trims Palo Alto Networks (PANW) CAO share count

(Very High)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Palo Alto Networks Chief Accounting Officer Josh D. Paul reported a tax-withholding disposition involving 3,861 shares of common stock on August 1, 2026. The shares were withheld by the company to satisfy income tax obligations from the vesting and net settlement of previously granted restricted stock units, not sold on the market. After this transaction, Paul directly holds 75,783 shares of Palo Alto Networks common stock.

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Insider Paul Josh D.
Role Chief Accounting Officer
Type Security Shares Price Value
Tax Withholding Common Stock F1 3,861 $331.83 $1.28M
Holdings After Transaction: Common Stock — 75,783 shares (Direct)
Footnotes (1)
  1. F1. This transaction is not a sale of shares by the Reporting Person. Instead, this represents shares that have been withheld by the Issuer to satisfy its income tax and withholding and remittance obligations in connection with the vesting and net settlement of previously reported restricted stock units.
Shares withheld for taxes 3861.0000 shares Common stock withheld on 2026-08-01 to satisfy tax obligations on RSU vesting
Per-share value for withholding 331.8300 per share Value used for the 3,861 withheld shares of Palo Alto Networks common stock
Shares owned after transaction 75783.0000 shares Direct holdings of Josh D. Paul following the tax-withholding disposition
Tax-withholding transactions reported 1 transaction Single Form 4 non-derivative code F event for income tax withholding
withheld by the Issuer financial
"represents shares that have been withheld by the Issuer to satisfy"
income tax and withholding and remittance obligations financial
"to satisfy its income tax and withholding and remittance obligations"
net settlement financial
"in connection with the vesting and net settlement of previously reported"
restricted stock units financial
"net settlement of previously reported 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.

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

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FAQ

What insider transaction did Palo Alto Networks (PANW) report for its CAO?

Palo Alto Networks Chief Accounting Officer Josh D. Paul reported a tax-withholding disposition of 3,861 shares of common stock on August 1, 2026, tied to the vesting and net settlement of previously reported restricted stock units rather than an open-market share sale.

Was the PANW Form 4 transaction a sale of shares by the insider?

No. A footnote explains the Form 4 transaction is not a sale by the reporting person. Instead, 3,861 shares were withheld by the issuer to satisfy income tax, withholding, and remittance obligations related to the vesting of restricted stock units.

How many Palo Alto Networks (PANW) shares does Josh D. Paul own after this event?

Following the tax-withholding disposition, Josh D. Paul directly holds 75,783 shares of Palo Alto Networks common stock. This post-transaction balance reflects the net position after 3,861 shares were withheld to cover tax obligations on vested restricted stock units.

How many PANW shares were withheld and at what value in the Form 4 transaction?

The Form 4 reports that 3,861 shares of Palo Alto Networks common stock were withheld at a value of $331.83 per share. These shares satisfied the issuer’s income tax and withholding obligations arising from the vesting and net settlement of restricted stock units.

Did the Palo Alto Networks (PANW) CAO use a Rule 10b5-1 trading plan for this transaction?

The Rule 10b5-1 checkbox is not marked, and the footnote characterizes the event as shares withheld by the issuer to cover tax liabilities on RSU vesting. It is presented as a tax-withholding event, not trading under a pre-arranged Rule 10b5-1 plan.
SEC Form 4
FORM 4UNITED 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*
Paul Josh D.

(Last)(First)(Middle)
C/O PALO ALTO NETWORKS INC.
3000 TANNERY WAY

(Street)
SANTA CLARA CALIFORNIA 95054

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Palo Alto Networks Inc [ PANW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Accounting Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock08/01/2026F(1)3,861D$331.8375,783D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. This transaction is not a sale of shares by the Reporting Person. Instead, this represents shares that have been withheld by the Issuer to satisfy its income tax and withholding and remittance obligations in connection with the vesting and net settlement of previously reported restricted stock units.
/s/ Elizabeth Villalobos, Attorney-in-Fact for Josh D. Paul08/04/2026
** Signature of Reporting PersonDate
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)