Sonos CEO Conrad vests 20K RSUs, 10K shares withheld

Sonos Inc Chief Executive Officer Thomas Conrad reported vesting of 20,414 Restricted Stock Units on August 14, 2026, converting into an equal number of common shares for no cash consideration.

Rhea-AI Filing Summary

Sonos Inc Chief Executive Officer Thomas Conrad reported vesting of 20,414 Restricted Stock Units on August 14, 2026, converting into an equal number of common shares for no cash consideration. To cover associated federal and state tax withholding, 10,748 common shares were withheld by the company at $16.59 per share. Following the RSU vesting and related withholding, Conrad directly holds 443,101 shares of Sonos common stock.

Insider Trade Summary

20,414 shares exercised/converted

Exercise 3 txns

Insider Conrad Thomas

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units F2, F1, F4	20,414	$0.00	$0.00
Exercise	Common Stock F1, F2	20,414	--	--
Exercise Price or Tax Liability	Common Stock F3	10,748	$16.59	$178K

Holdings After Transaction: Restricted Stock Units — 443,101 contracts (Direct); Common Stock — 353,431 shares (Direct)

Footnotes (4)

1. F1. Vesting of restricted stock units ("RSUs") previously granted to the Reporting Person.
2. F2. Each RSU represents a contingent right to receive 1 share of the Issuer's Common Stock upon vesting and settlement for no consideration.
3. F3. Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were withheld by the Issuer in accordance with the agreement governing the RSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs.
4. F4. These RSUs were granted on July 22, 2025 (the "Grant Date") and, pursuant to a modified vesting schedule, vest as follows: 1) 1/4 of the shares subject to the RSUs vest on the anniversary of the Grant Date, and 2) 1/16 of the shares subject to the RSUs vest in equal installments on each quarterly anniversary date thereafter until such time as the RSUs are 100% vested, subject to the continuing employment of the Reporting Person on each vesting date. The RSUs are subject to double-trigger acceleration.

Key Figures

RSUs vested and converted: 20,414 shares Shares withheld for taxes: 10,748 shares Withholding price: $16.59 per share +2 more

5 metrics

RSUs vested and converted 20,414 shares Restricted Stock Units vesting and settling into common stock on August 14, 2026

Shares withheld for taxes 10,748 shares Common shares withheld to satisfy tax withholding obligations on RSU vesting

Withholding price $16.59 per share Value used for the tax withholding disposition of 10,748 shares

Shares held after transaction 443,101 shares Direct holdings of Sonos common stock by Thomas Conrad following the reported transactions

RSUs exercised 20,414 units Derivative exercise/conversion of RSUs into an equal number of common shares

Key Terms

Restricted Stock Units, double-trigger acceleration, Section 16b-3(e), Rule 16b-3

4 terms

Restricted Stock Units financial

"Vesting of restricted stock units ("RSUs") previously granted to the Reporting Person"

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.

double-trigger acceleration financial

"The RSUs are subject to double-trigger acceleration"

A contractual feature in employee equity plans that speeds up the vesting of stock awards only when two specific events happen, most commonly a change of company control (like a sale or merger) and a qualifying termination of employment (such as being fired without cause). It matters to investors because it can change how much equity converts or becomes payable in a deal — like a safety net that frees up shares only if both conditions occur — affecting takeover costs, share dilution, and employee incentives around transactions.

Section 16b-3(e) regulatory

"Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax"

Rule 16b-3 regulatory

"security issued in accordance with Rule 16b-3"

Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Sonos (SONO) CEO Thomas Conrad report in this Form 4?

Thomas Conrad reported the vesting of 20,414 RSUs, which converted into Sonos common stock, and the withholding of 10,748 shares to satisfy tax obligations related to this vesting.

How many Sonos (SONO) shares does CEO Thomas Conrad hold after this transaction?

After these transactions, Thomas Conrad directly holds 443,101 shares of Sonos common stock, reflecting his position following the RSU vesting and related tax withholding event.

Were any Sonos (SONO) shares sold on the open market in this Form 4?

No open-market sales are reported. Instead, 10,748 shares of common stock were withheld by Sonos to satisfy federal and state tax withholding obligations arising from the vesting of RSUs.

What RSU award is involved in this Sonos (SONO) Form 4 filing?

The filing involves RSUs granted on July 22, 2025, which vest 1/4 on the first anniversary and 1/16 on each quarterly anniversary thereafter, with the RSUs subject to double-trigger acceleration conditions.

At what price were Sonos (SONO) shares withheld for taxes in this Form 4?

The 10,748 shares withheld to satisfy tax obligations related to RSU vesting were valued at $16.59 per share, as reported for the tax withholding transaction coded under Section 16 as "F".

Was the Sonos (SONO) CEO’s Form 4 transaction under a Rule 10b5-1 trading plan?

The filing’s Rule 10b5-1 checkbox is not affirmed (set to false), and the footnotes describe RSU vesting and tax withholding, not trades executed under a pre-arranged 10b5-1 trading plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 08/17/2026 - 05:03 PM EDT Learn about SEC filing dates

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^*

Conrad Thomas

(Last) (First) (Middle)

C/O SONOS, INC.

301 COROMAR DRIVE

(Street)

SANTA BARBARA CALIFORNIA 93117

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Sonos Inc [ SONO ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2026

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
Common Stock	08/14/2026		M(1)		20,414	A	(2)	364,179	D
Common Stock	08/14/2026		F(3)		10,748	D	$16.59	353,431	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
Restricted Stock Units	(2)	08/14/2026		M(1)			20,414	(4)	(4)	Common Stock	20,414	$0	443,101	D

Explanation of Responses:

1. Vesting of restricted stock units ("RSUs") previously granted to the Reporting Person.

2. Each RSU represents a contingent right to receive 1 share of the Issuer's Common Stock upon vesting and settlement for no consideration.

3. Exempt transaction pursuant to Section 16b-3(e) - payment of exercise price or tax liability by delivering or withholding securities incident to the receipt, exercise or vesting of a security issued in accordance with Rule 16b-3. All of the shares reported as disposed of in this Form 4 were withheld by the Issuer in accordance with the agreement governing the RSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of RSUs.

4. These RSUs were granted on July 22, 2025 (the "Grant Date") and, pursuant to a modified vesting schedule, vest as follows: 1) 1/4 of the shares subject to the RSUs vest on the anniversary of the Grant Date, and 2) 1/16 of the shares subject to the RSUs vest in equal installments on each quarterly anniversary date thereafter until such time as the RSUs are 100% vested, subject to the continuing employment of the Reporting Person on each vesting date. The RSUs are subject to double-trigger acceleration.

	/s/ Rebecca Schuster by power of attorney	08/17/2026
	** 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.
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* Form 4: SEC 1474 (03-26)