Mandatory Tax Sale: Ric Smith Offloads 15.8k SentinelOne Shares

Rhea-AI Filing Summary

Form 4 filed for SentinelOne (S) reports that President of Product, Technology & Operations Ric Smith executed a mandated “sell-to-cover” on 08/06/2025.

• Shares sold: 15,807 Class A shares
• Sale price: $17.31 per share (≈ $273k gross)
• Reason: Automatic sale to cover tax-withholding triggered by RSU vesting; not a discretionary trade
• Remaining stake: 991,219 shares; a portion remains subject to future vesting conditions

The sale equals ~1.6 % of Smith’s reported holdings, leaving his equity exposure largely intact. Given the non-volitional nature of the transaction, signalling value for investors is limited and the filing is unlikely to meaningfully impact SentinelOne’s fundamental outlook.

Positive

• Executive retains 991,219 shares, maintaining substantial alignment with shareholders
• Sale was rule-based, demonstrating adherence to SentinelOne’s equity-plan governance

Negative

• Insider selling, even if mandated, can be perceived negatively by some market participants

Insights

Equity Analyst

TL;DR: Small, non-discretionary insider sale; negligible strategic signal.

Sell-to-cover transactions are routine administrative events rather than expressions of insider sentiment. The 15.8k-share sale represents a minor slice of Smith’s nearly 1 million-share position, preserving significant alignment with shareholders. No change to share count beyond the necessary withholding occurs, so dilution is unaffected. Overall, I view the filing as neutral to the investment case and not price-moving.

Corporate Governance Specialist

TL;DR: Governance-compliant tax sale; no red flags detected.

The filing cites the company’s equity plan rule requiring automated sales for tax obligations, consistent with best-practice governance. Transparency about forfeiture risk on unvested shares is a positive disclosure point. There are no indications of opportunistic trading or material changes in insider alignment. Impact on governance risk profile is immaterial.

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^*

Smith Ric

(Last) (First) (Middle)

C/O SENTINELONE, INC.

444 CASTRO STREET, SUITE 400

(Street)

MOUNTAIN VIEW CA 94041

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SentinelOne, Inc. [ S ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Prod Tech & Ops

3. Date of Earliest Transaction (Month/Day/Year)
08/06/2025

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	08/06/2025		S(1)		15,807	D	$17.31	991,219(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. The sale reported on this Form 4 represents an Issuer mandated sale by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of Restricted Stock Units, and it does not represent a discretionary trade by the Reporting Person. Pursuant to the Issuer's equity incentive plan, an award recipient's tax withholding obligations must be funded by a "sell to cover" transaction.

2. Certain of the shares are subject to forfeiture to the Issuer if underlying vesting conditions are not met.

Remarks:

	/s/ Keenan Conder, Attorney-in-Fact	08/07/2025
	** 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

Why did SentinelOne executive Ric Smith sell 15,807 shares?

The shares were automatically sold to cover tax-withholding arising from RSU vesting, per the company’s equity plan.

How many SentinelOne shares does Ric Smith still own after the sale?

He reports 991,219 Class A shares remaining.

Was the insider trade discretionary or pre-planned?

It was a mandatory sell-to-cover transaction, not a discretionary sale.

What price were the SentinelOne shares sold at?

The reported average sale price was $17.31 per share.

Does the filing affect SentinelOne’s share count or create dilution?

No, the sale only covered withholding taxes; it does not alter outstanding share count.