Palo Alto SEC Filings

Palo Alto Networks (PANW) President William D. Jenkins, Jr. reported a Form 4 for transactions on November 1, 2025. He acquired 312,025 shares of common stock at $0 upon vesting of previously granted performance-based RSUs. The filing notes that 164,219 shares were withheld at $220.24 to cover taxes related to the vesting, which is not a sale by the reporting person. Following these transactions, he beneficially owns 155,339 shares directly.

Palo Alto Networks (PANW) EVP and director Lee Klarich reported multiple Form 4 transactions. On 11/01/2025, 468,038 shares vested from performance-based RSUs at $0, and 232,055 shares were withheld to cover taxes at $220.24 per share. On 11/03/2025, he exercised 92,010 stock options at an exercise price of $32.25 and sold shares in pre-set tranches under a Rule 10b5-1 plan, including 8,371 at $215.883 and 45,515 at $218.004.

Following these transactions, he owned 356,409 shares directly and 690,000 shares indirectly via the Lee and Susan Klarich 2005 Trust. He also reported 184,020 derivative securities beneficially owned after the transactions.

Palo Alto Networks (PANW) reported an insider equity update for its EVP and CFO. On November 1, 2025, 280,820 shares of common stock were acquired at $0 upon vesting of previously granted performance-based RSUs. Of these, 140,410 shares were deferred into phantom stock under the company’s Deferred Compensation Plan, and 73,926 shares were withheld at $220.24 to cover taxes. Following these transactions, the officer beneficially owned 162,619 shares of common stock directly.

Each phantom stock unit equals one share of common stock, with releases expected in installments beginning on or about January 31, 2030 and ending on or about January 31, 2034.

Palo Alto Networks (PANW) CEO and director Nikesh Arora reported the vesting of 1,185,721 PSUs effective November 1, 2025. He elected to defer the vested shares into the company’s Deferred Compensation Plan as phantom stock, a non-cash election at $0 per share that converts to common stock later.

Following these transactions, he held 275,013 shares directly, plus 32,010 and 726,542 shares held indirectly via trusts and partnerships. Under the plan, a portion of the deferred shares is scheduled to be released on or about January 31, 2027, with another portion on or about January 31, 2028.

Lee Klarich, Executive Vice President & Chief Product and Technology Officer and a director of Palo Alto Networks (PANW), reported multiple transactions on 10/06/2025. The filing shows an exercise of a stock option for 92,010 shares at an exercise price of $32.25, which produced 92,010 newly issued shares held directly. The report also discloses planned sales executed under a Rule 10b5-1 trading plan: five separate dispositions totaling 120,774 shares sold at weighted-average prices in the approximately $209–$213 per-share range.

After these transactions the filing lists 149,190 shares owned directly and 690,000 shares held indirectly through the Lee and Susan Klarich 2005 Trust (trustees: the reporting person and spouse). The sales were effected pursuant to a 10b5-1 plan adopted on 09/27/2024, and the option shares were fully vested and exercisable.

Palo Alto Networks (PANW) Form 144 notice shows an insider intends to sell 120,774 Class A shares with an aggregate market value of $25,674,136.92 through Goldman Sachs & Co. LLC on 10/06/2025. The securities were acquired as compensation: 92,010 shares from a 10/20/2018 stock‑option cashless exercise, 25,950 RSUs on 10/20/2020, and 2,814 RSUs on 07/31/2019. The filer discloses multiple sales by the same person in the prior three months totaling 362,322 shares with gross proceeds of approximately $68,061,965.64. The notice includes the customary representation that the seller is not aware of undisclosed material adverse information.

Josh D. Paul, Chief Accounting Officer of Palo Alto Networks Inc (PANW), reported the sale of 700 shares of the issuer's common stock on 10/01/2025 at a price of $202.16 per share. After the transaction he beneficially owns 32,474 shares. The filing states the sale was effected pursuant to a Rule 10b5-1 trading plan that the reporting person adopted on 10/01/2024. The Form 4 was signed and filed via attorney-in-fact Elizabeth Villalobos on 10/02/2025.

Palo Alto Networks (PANW) Form 144 summary: An insider proposes to sell 300,000 shares of common stock through J.P. Morgan Securities, with an approximate aggregate market value of $61,086,000, planned for 10/01/2025 on NASDAQ. The shares were originally acquired as founder shares by Nir Zuk on 03/07/2005. The filing shows prior sales by the Hawk Family Trust of 100,000 shares on 08/01/2025 and 100,000 shares on 09/02/2025, each generating gross proceeds of $17,280,459. The filing includes the required representation that the seller does not possess undisclosed material adverse information.

Palo Alto Networks (PANW) and CyberArk have agreed to a merger in which Qatalyst Partners valued the implied notional consideration at $495.00 per CyberArk ordinary share based on PANW's $204.50 closing price on July 28, 2025. The proxy/prospectus describes an all-stock transaction structure with specified exchange mechanics, treatment of vested and unvested options, RSUs and PSUs, and withholding for applicable taxes, including potential Israeli tax withholding unless valid tax certificates or rulings are obtained.

The filing describes required shareholder approvals at a CyberArk special general meeting, various regulatory clearances and customary closing conditions, potential substantial non-recurring transaction costs, reverse termination fee mechanics and non-solicitation and standstill provisions. Qatalyst presented DCF and comparables analyses implying a CyberArk per-share valuation range and noted management projections that were not reconciled to GAAP.