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.

Insights

Equity compensation and insider-transactions analyst

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.

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

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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^*

Weingarten Tomer

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/23/2026

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	03/23/2026		A(1)(2)(3)		39,405	A	$0	1,046,682(4)	D
Class A Common Stock	03/23/2026		A(2)(3)(5)		102,416	A	$0	1,149,098(4)	D
Class A Common Stock	03/25/2026		S(6)		72,523	D	$13.37	1,076,575(4)	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 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").

2. 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.

3. 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.

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

5. 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").

6. 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.

Remarks:

	/s/ Keenan Conder, Attorney-in-Fact	03/25/2026
	** 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)

FAQ

What insider transactions did SentinelOne (S) CEO Tomer Weingarten report?

Tomer Weingarten reported performance-based stock awards vesting and a related tax sale. He acquired 39,405 and 102,416 Class A shares via PRSU awards, then sold 72,523 shares in an issuer-mandated transaction to cover tax withholding obligations tied to those vestings.

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

He disposed of 72,523 shares of SentinelOne Class A common stock at $13.37 per share. The filing states this was an issuer-mandated “sell to cover” sale used solely to fund tax withholding on recently vested performance-based restricted stock units.

Were Tomer Weingarten’s SentinelOne (S) share sales discretionary trades?

No, the filing specifies the 72,523-share sale was issuer-mandated to cover tax withholding. Under SentinelOne’s equity plan, award recipients must fund tax obligations through a “sell to cover” transaction, so the sale does not represent a discretionary open-market trade by the CEO.

What performance-based awards vested for SentinelOne (S) CEO Tomer Weingarten?

Tranches of 2024 and 2025 performance-based restricted stock unit awards vested after the compensation committee certified milestones. One-fourth of each award became earned at 90.2% of target, resulting in fully vested units that may be settled in Class A shares, subject to some forfeiture conditions.

How many SentinelOne (S) shares does the CEO hold after these transactions?

Following the reported vesting and related tax sale, Tomer Weingarten directly holds 1,076,575 shares of SentinelOne Class A common stock. This post-transaction balance indicates he continues to maintain a substantial equity position in the company after meeting his tax obligations.

What conditions governed the vesting of SentinelOne (S) PRSU awards?

The PRSU awards vest based on pre-determined corporate performance milestones and continued service through the certification date. On March 23, 2026, the compensation committee certified tranche achievement at 90.2% of target, with some shares still subject to forfeiture if vesting conditions are not fully satisfied.