Was the SentinelOne (S) insider share sale a discretionary trade?

No, the sale was not discretionary. Footnotes state it was an issuer-mandated “sell to cover” transaction to fund tax withholding obligations arising from the vesting and settlement of Restricted Stock Units under the company’s equity incentive plan.

Tax-driven share sale by SentinelOne (S) chief legal officer

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

SentinelOne, Inc. chief legal officer Keenan Michael Conder reported an open-market sale of 4,550 Class A common shares at a weighted average price of $15.647 per share. The company mandated this sale solely to cover tax withholding on vested Restricted Stock Units, so it was not a discretionary trade. Following the transaction, Conder directly holds 991,133 shares, and some of these shares remain subject to forfeiture if vesting conditions are not met.

Insider Trade Summary

Net Seller: 4,550 shares ($71,194)

Net Sell 1 txn

Insider Conder Keenan Michael

Role Chief Legal Officer & Sec'y

Sold 4,550 shs ($71K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	4,550	$15.647	$71K

Holdings After Transaction: Class A Common Stock — 991,133 shares (Direct, null)

Footnotes (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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.30 to $15.65, 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 range set forth herein. Certain of the shares are subject to forfeiture to the Issuer if underlying vesting conditions are not met.

Key Figures

Shares sold: 4,550 shares Weighted average sale price: $15.647 per share Price range of sales: $15.30–$15.65 per share +1 more

4 metrics

Shares sold 4,550 shares Issuer-mandated sale on 2026-05-06

Weighted average sale price $15.647 per share Open-market sale to cover tax withholding

Price range of sales $15.30–$15.65 per share Multiple transactions within this range

Shares owned after transaction 991,133 shares Direct holdings following the sale

Key Terms

Restricted Stock Units, sell to cover, weighted average price, vesting conditions

4 terms

Restricted Stock Units financial

"in connection with the vesting and settlement of 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.

sell to cover financial

"tax withholding obligations must be funded by a "sell to cover" transaction"

Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.

weighted average price financial

"The price reported in Column 4 is a weighted average price."

Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.

vesting conditions financial

"shares are subject to forfeiture to the Issuer if underlying vesting conditions are not met."

Vesting conditions are the rules that determine when someone earning company stock or stock options actually gains the right to keep or sell them, typically based on staying with the company for a set time or meeting performance targets. Think of it like keys that unlock gradually — some unlock by calendar date, others only after agreed milestones. Investors care because vesting shapes management incentives, the timing of share sales, and the number of shares that can enter the market, which can affect a company's valuation and ownership mix.

Form 4 Insider Transactions: What Each Field Means →

05/08/2026 - 04:53 PM

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^*

Conder Keenan Michael

(Last)

(First)

(Middle)

C/O SENTINELONE, INC.

444 CASTRO STREET, SUITE 400

(Street)

MOUNTAIN VIEW

CALIFORNIA

94041

(City)

(State)

(Zip)

UNITED STATES

(Country)

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)
	Chief Legal Officer & Sec'y

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	05/06/2026		S⁽¹⁾		4,550	D	$15.647⁽²⁾	991,133⁽³⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

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. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $15.30 to $15.65, 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 range set forth herein.

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

Remarks:

	/s/ Felicia Yen, Attorney-in-Fact	05/07/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did SentinelOne (S) insider Keenan Michael Conder report in this Form 4?

Keenan Michael Conder reported selling 4,550 SentinelOne shares. The sale was an issuer-mandated transaction to cover tax withholding tied to vesting Restricted Stock Units, rather than a discretionary trade in the open market.

How many SentinelOne (S) shares did the insider sell and at what price?

The insider sold 4,550 Class A common shares at a weighted average price of $15.647. Footnotes explain the shares were sold in multiple trades, with prices ranging from $15.30 to $15.65 per share, all on the same day.

How many SentinelOne (S) shares does Keenan Michael Conder hold after the sale?

After the transaction, Conder directly holds 991,133 SentinelOne shares. A footnote also notes that certain of these shares can be forfeited back to the company if underlying vesting conditions are not satisfied in the future.

Why did SentinelOne (S) require a sell-to-cover transaction for this insider?

The company’s equity incentive plan mandates sell-to-cover for tax obligations. Award recipients must fund tax withholding from RSU vesting through a share sale, so the issuer required this transaction to satisfy the insider’s withholding requirements.