SentinelOne (NYSE: S) CEO vests PRSUs, sells shares to cover taxes
Rhea-AI Filing Summary
SentinelOne, Inc. President and CEO Tomer Weingarten reported performance-based stock awards vesting and a related tax sale of company shares. On March 23, 2026, he acquired 39,405 and 102,416 shares of Class A common stock at $0.00 per share through performance-based restricted stock unit (PRSU) awards tied to 2024 and 2025 grants. The compensation committee certified achievement of PRSU tranches at 90.2% of target, causing one-fourth of each award to become earned and fully vested, with some shares still subject to forfeiture if vesting conditions are not met. On March 25, 2026, 72,523 shares were sold at $13.37 per share in an issuer-mandated “sell to cover” transaction to fund tax withholding obligations, not as a discretionary trade. Following these transactions, Weingarten directly holds 1,076,575 shares of Class A common stock.
Positive
- None.
Negative
- None.
Insights
Routine PRSU vesting with mandated tax sale; overall neutral signal.
The filing shows Tomer Weingarten receiving performance-based restricted stock units that vested after the compensation committee certified corporate milestones at 90.2% of target. These awards are standard equity compensation, with some shares still subject to forfeiture if ongoing vesting conditions are not met.
The 72,523-share disposition at $13.37 per share is explicitly described as an issuer-mandated “sell to cover” for tax withholding, not a discretionary open-market sale. That significantly weakens any informational value about his view of the stock.
After the transactions, Weingarten directly holds 1,076,575 shares of Class A common stock, indicating he retains a substantial equity stake. With no derivative positions shown and the sale tied to tax obligations, this activity appears routine and does not materially alter the broader investment case.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A Common Stock | 72,523 | $13.37 | $970K |
| Grant/Award | Class A Common Stock | 39,405 | $0.00 | -- |
| Grant/Award | Class A Common Stock | 102,416 | $0.00 | -- |
Footnotes (1)
- The reported transaction represents the certification of achievement of the second tranche of a performance-based restricted stock unit award granted to the reporting person by the Issuer's compensation committee on March 15, 2024 (the "2024 PRSU Award"). Vesting of each respective tranche of each PRSU Award (defined below) is based on the achievement of pre-determined corporate performance milestones for such PRSU Award and is subject to the reporting person's continued service through the certification date of achievement of the relevant tranche. On March 23, 2026 (the "Certification Date"), the Issuer's compensation committee certified achievement of the tranches of the PRSU Awards reported herein, resulting in one-fourth of each award becoming earned at 90.2% of the respective target amounts granted. The performance restricted stock units comprising the tranches so earned are fully vested and may be settled for shares of the Issuer's Class A common stock on the Certification Date. Certain of the shares are subject to forfeiture to the Issuer if underlying vesting conditions are not met. The reported transaction represents the certification of achievement of the first of four tranches of a performance-based restricted stock unit award granted to the reporting person by the Issuer's compensation committee on April 14, 2025 (the "2025 PRSU Award" and, together with the 2024 PRSU Award, the "PRSU Awards"). 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 performance-based 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.
