SentinelOne (S) insider sells under 10b5-1; updates holdings
Rhea-AI Filing Summary
SentinelOne (S) reported insider activity by its President & CEO (also a director) on 11/06/2025. The reporting person converted 57,941 shares of Class B common stock into Class A at $0, then sold 57,941 Class A shares at a weighted average price of $16.4135 under a Rule 10b5-1 plan adopted on June 3, 2025. A separate issuer-mandated “sell to cover” trade disposed of 32,159 Class A shares at a weighted average price of $16.5602 to satisfy tax withholding tied to RSU vesting.
Following these transactions, Class A common stock beneficially owned directly was 1,251,780 shares. The filing also lists 4,150,563 Class B shares beneficially owned directly and 423,629 Class A shares held indirectly by a trust. Certain shares are subject to forfeiture if vesting conditions are not met.
Positive
- None.
Negative
- None.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Conversion | Class B Common Stock | 57,941 | $0.00 | -- |
| Conversion | Class A Common Stock | 57,941 | $0.00 | -- |
| Sale | Class A Common Stock | 57,941 | $16.4135 | $951K |
| Sale | Class A Common Stock | 32,159 | $16.5602 | $533K |
| holding | Class B Common Stock | -- | -- | -- |
Footnotes (1)
- Represents the number of shares that were acquired upon conversion of Class B common stock to Class A common stock. The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on June 3, 2025. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.23 to $16.65, 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. 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 $16.56 to $16.58, 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. Each share of Class B common stock is convertible into one share of Class A common stock at any time and will convert automatically upon certain transfers and upon the earliest of (i) the date specified by a vote of the holders of 66 2/3% of the then outstanding shares of Class B common stock, (ii) seven years from the effective date of the Issuer's initial public offering ("IPO"), (iii) the first date following the IPO on which the number of shares of outstanding Class B common stock (including shares of Class B common stock subject to outstanding stock options) held by the reporting person, including certain entities that the reporting person controls, is less than 25% of the number of shares of Class B common stock (including shares of Class B common stock subject to outstanding stock options) that the reporting person originally held as of the date of the IPO, (continued from footnote 6) (iv) the date fixed by the Issuer's board of directors (the "Board"), following the date the reporting person is no longer providing services to the Issuer as an officer, employee, consultant or member of the Board, (v) the date fixed by the Board following the date, if applicable, on which the reporting person is terminated for cause, as defined in the Issuer's restated certificate of incorporation, and (vi) the date that is 12 months after the reporting person's death or disability, as those terms are defined in the Issuer's restated certificate of incorporation. The securities reported in this row are held by an irrevocable trust over whose trustee the reporting person may exercise remove and replace powers. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any.