STOCK TITAN

Pure Storage insider withholding of 21,012 shares; ESPP purchase noted

Filing Impact
(Very High)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Giancarlo Charles H, who serves as CEO and a director of Pure Storage, Inc. (PSTG), reported a transaction dated 09/20/2025 on Form 4. The filing discloses 21,012 shares of Class A Common Stock were withheld at a price of $87.87 to satisfy income tax withholding in connection with vesting and net settlement of equity awards; the filing notes this was not a sale. Following the withholding, the reporting person beneficially owns 1,214,119 shares. The report also notes the reporting person acquired 174 shares under the company Employee Stock Purchase Plan on 09/15/2025. The Form 4 was signed by an attorney-in-fact on 09/23/2025.

Positive

  • Continued substantial insider ownership: reporting person retains 1,214,119 shares after the withholding
  • Equity plan participation: acquired 174 shares via the Employee Stock Purchase Plan on 09/15/2025
  • Transaction classified as withholding, not a sale: the filing specifies the shares were withheld to satisfy taxes and do not represent a sale

Negative

  • Reduction in reported share count: 21,012 shares were disposed of via withholding, lowering the reported holdings
  • Potential near-term dilution or tax-driven share movement: withholding indicates award vesting occurred, which increases share activity tied to compensation

Insights

TL;DR: Routine tax-withholding of vested awards; no sale reported, ownership remains substantial.

The Form 4 documents a common corporate administrative action: shares withheld to cover income tax obligations related to equity award vesting. This is explicitly described as withholding rather than an open-market disposition, so there is no indication of cashing out or a change in voting control. Reported beneficial ownership of 1,214,119 shares maintains the executives sizeable stake, and the separate 174-share Employee Stock Purchase Plan purchase is immaterial in scale but shows continued participation in employee plans. Overall, the filing appears routine and not a material governance event.

TL;DR: Transaction reflects administrative net settlement; negligible market impact given disclosure.

The disposition of 21,012 shares at $87.87 reflects issuer withholding to satisfy taxes on vested awards and is explicitly not a sale by the reporting person. The retained beneficial ownership of 1,214,119 shares suggests sustained insider alignment with shareholders. The 174-share ESPP acquisition on 09/15/2025 is noted but immaterial to overall share count. There are no derivative transactions reported. From an investor-materiality perspective, this Form 4 conveys routine equity compensation administration rather than strategic or liquidity-driven insider activity.

Insider Giancarlo Charles H
Role CEO
Type Security Shares Price Value
Tax Withholding Class A Common Stock 21,012 $87.87 $1.85M
Holdings After Transaction: Class A Common Stock — 1,214,119 shares (Direct)
Footnotes (1)
  1. Represents shares that have been withheld by the Issuer to satisfy its income tax withholding and remittance obligations in connection with the vesting and net settlement of the Reporting Person's equity awards, previously reported on a Form 4, and does not represent a sale by the Reporting Person. Includes 174 shares of Class A Common Stock that were acquired by the Reporting Person on September 15, 2025 pursuant to Issuer's Employee Stock Purchase Plan.
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*
Giancarlo Charles H

(Last) (First) (Middle)
2555 AUGUSTINE DRIVE

(Street)
SANTA CLARA CA 95054

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Pure Storage, Inc. [ PSTG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CEO
3. Date of Earliest Transaction (Month/Day/Year)
09/20/2025
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
Class A Common Stock 09/20/2025 F 21,012(1) D $87.87 1,214,119(2) 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
Explanation of Responses:
1. Represents shares that have been withheld by the Issuer to satisfy its income tax withholding and remittance obligations in connection with the vesting and net settlement of the Reporting Person's equity awards, previously reported on a Form 4, and does not represent a sale by the Reporting Person.
2. Includes 174 shares of Class A Common Stock that were acquired by the Reporting Person on September 15, 2025 pursuant to Issuer's Employee Stock Purchase Plan.
Remarks:
/s/ Todd Wheeler, attorney-in-fact 09/23/2025
** 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.

FAQ

What did Giancarlo Charles H report for PSTG on 09/20/2025?

The Form 4 reports 21,012 Class A shares were withheld at $87.87 to satisfy tax withholding on vested awards; beneficial ownership after the transaction is 1,214,119 shares.

Was the 21,012-share disposition a public sale for PSTG (PSTG)?

No. The filing explicitly states the shares were withheld by the issuer to satisfy income tax withholding related to vesting and net settlement of equity awards and does not represent a sale by the reporting person.

Did the insider acquire any shares under company plans?

Yes. The reporting person acquired 174 shares of Class A Common Stock on 09/15/2025 through the Issuers Employee Stock Purchase Plan.

Are there any derivative transactions reported in this Form 4 for PSTG?

No. Table II for derivative securities shows no reported transactions; only non-derivative Class A Common Stock activity is disclosed.

Who signed the Form 4 and when was it filed?

The Form 4 is signed by Todd Wheeler, attorney-in-fact and dated 09/23/2025.