Sonos CFO receives 234,323 shares as awards vest

Q: What performance goals applied to Saori Casey's SONO PSUs?

The 27,853-PSU award was tied to three one-year performance goals (60% of the award) and a relative TSR goal measured over three years (40%). The 44,108- and 104,077-unit awards were tied to pre-established one-year performance goals. Each award could pay between 0% and 200% of target; the awards had a three-year vesting term based on continued employment and Committee approval. The 104,077 PSUs vested November 6, 2026.

The CFO's reported PSU activity includes fiscal 2026 performance awards and shares withheld for federal and state tax obligations.

Available on EDGAR 11/09/2026 - 06:41 PM EST Accepted by SEC EDGAR 11/09/2026 - 06:41 PM EST

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Form Type

Rhea-AI Filing Summary

Sonos Inc Chief Financial Officer Saori Casey reported that 234,323 performance share units vested and settled into common stock on November 6, 2026, for no consideration. Sonos withheld 123,372 shares to satisfy federal and state tax withholding obligations, at a reported $16.33 per share. Casey also reported 27,853, 44,108 and 104,077 performance share units earned for fiscal 2026; the 104,077-unit award vested November 6.

Insider Trade Summary

234,323 shares exercised/converted

Exercise 6 txns

Insider Casey Saori

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Exercise	Performance Share Units ^{F2, F1, F6}	234,323	$0.00	$0.00
Exercise	Common Stock ^{F1, F2}	234,323	--	--
Exercise Price or Tax Liability	Common Stock ^F3	123,372	$16.33	$2.01M
Grant/Award	Performance Share Units ^{F2, F4}	27,853	$0.00	$0.00
Grant/Award	Performance Share Units ^{F2, F5}	44,108	$0.00	$0.00
Grant/Award	Performance Share Units ^{F2, F6}	104,077	$0.00	$0.00

Holdings After Transaction: Performance Share Units — 127,159 units (Direct); Common Stock — 331,741 shares (Direct)

Footnotes (6)

F1. Vesting of performance share units ("PSUs") previously granted to the Reporting Person and earned in November 2025 and November 2026.
F2. Each PSU represents a contingent right to receive 1 share of the Issuer's Common Stock upon vesting and settlement for no consideration.
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 PSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of PSUs.
F4. These PSUs were granted on November 15, 2025. Each PSU represents the right to receive, following vesting, between 0% and 200% of the target award based upon achievement of three, one year performance goals (a combination of 60% of the award) and a relative TSR performance goal measured over three years (40% of the award), as determined by the Compensation and PeopleCommittee (the "Committee"). The number of shares reported represents the number of PSUs that were earned for fiscal 2026 as a result of the achievement of pre-established financial performance criteria, as determined by the Committee on November 5, 2026. PSUs awards have a three-year vesting term generally based on continued employment, and, to the extent earned, will vest upon Committee approval of performance attainment at the end of the three-year term.
F5. These PSUS were granted on November 15, 2024. Each PSU represents the right to receive, following vesting, between 0% and 200% of the target award based upon achievement of pre-established one year performance goals, as determined by the Committee. The number of shares reported represents the number of PSUs that were earned for fiscal 2026 as a result of the achievement of performance criteria, as determined by the Committee on November 5, 2026. PSUs awards have a three-year vesting term based on continued employment, and, to the extent earned, will vest upon Committee approval of performance attainment at the end of the three-year term.
F6. These PSUS were granted on February 15, 2024. Each PSU represents the right to receive, following vesting, between 0% and 200% of the target award based upon achievement of pre-established one year performance goals, as determined by the Committee. The number of shares reported represents the number of PSUs that were earned for fiscal 2026 as a result of the achievement of performance criteria, as determined by the Committee on November 5, 2026. PSUs awards have a three-year vesting term based on continued employment, and, to the extent earned, will vest upon Committee approval of performance attainment at the end of the three-year term. Such PSUs vested on November 6, 2026.

Key Figures

Common shares received upon PSU settlement: 234,323 shares Shares withheld for tax obligations: 123,372 shares Reported price per share withheld: $16.33 per share +3 more

6 metrics

Common shares received upon PSU settlement 234,323 shares November 6, 2026

Shares withheld for tax obligations 123,372 shares November 6, 2026

Reported price per share withheld $16.33 per share November 6, 2026

Performance share units earned 27,853 units Fiscal 2026 award; reported November 5, 2026

Performance share units earned 44,108 units Fiscal 2026 award; reported November 5, 2026

Performance share units earned 104,077 units Fiscal 2026 award; reported November 5, 2026; vested November 6, 2026

Key Terms

Performance Share Units (PSUs), relative TSR performance goal, three-year vesting term, Section 16b-3(e)

4 terms

relative TSR performance goal technical

"relative TSR performance goal measured over three years"

three-year vesting term technical

"PSUs awards have a three-year vesting term"

Section 16b-3(e) regulatory

"Exempt transaction pursuant to Section 16b-3(e)"

FAQ

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

How many SONO shares did the CFO receive and have withheld?

Saori Casey, Sonos Inc's Chief Financial Officer, reported receipt of 234,323 common shares upon PSU vesting and settlement on November 6, 2026, for no consideration; 123,372 shares were withheld by Sonos to satisfy federal and state tax withholding obligations, at a reported $16.33 per share.

What performance goals applied to Saori Casey's SONO PSUs?

The 27,853-PSU award was tied to three one-year performance goals (60% of the award) and a relative TSR goal measured over three years (40%). The 44,108- and 104,077-unit awards were tied to pre-established one-year performance goals. Each award could pay between 0% and 200% of target; the awards had a three-year vesting term based on continued employment and Committee approval. The 104,077 PSUs vested November 6, 2026.

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

Form 4 Insider Transactions: What Each Field Means →

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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^*

Casey Saori

(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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
11/05/2026

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)
Common Stock	11/06/2026		M⁽¹⁾		234,323	A	⁽²⁾	455,113	D
Common Stock	11/06/2026		F⁽³⁾		123,372	D	$16.33	331,741	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)
Performance Share Units	⁽²⁾	11/05/2026		A		27,853		⁽⁴⁾	⁽⁴⁾	Common Stock	27,853	$0	27,853	D
Performance Share Units	⁽²⁾	11/05/2026		A		44,108		⁽⁵⁾	⁽⁵⁾	Common Stock	44,108	$0	99,306	D
Performance Share Units	⁽²⁾	11/05/2026		A		104,077		⁽⁶⁾	⁽⁶⁾	Common Stock	104,077	$0	234,323	D
Performance Share Units	⁽²⁾	11/06/2026		M⁽¹⁾			234,323	⁽⁶⁾	⁽⁶⁾	Common Stock	234,323	$0	0	D

Explanation of Responses:

1. Vesting of performance share units ("PSUs") previously granted to the Reporting Person and earned in November 2025 and November 2026.

2. Each PSU 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 PSUs to satisfy federal and state tax withholding obligations of the Reporting Person resulting from the vesting and settlement of PSUs.

4. These PSUs were granted on November 15, 2025. Each PSU represents the right to receive, following vesting, between 0% and 200% of the target award based upon achievement of three, one year performance goals (a combination of 60% of the award) and a relative TSR performance goal measured over three years (40% of the award), as determined by the Compensation and PeopleCommittee (the "Committee"). The number of shares reported represents the number of PSUs that were earned for fiscal 2026 as a result of the achievement of pre-established financial performance criteria, as determined by the Committee on November 5, 2026. PSUs awards have a three-year vesting term generally based on continued employment, and, to the extent earned, will vest upon Committee approval of performance attainment at the end of the three-year term.

5. These PSUS were granted on November 15, 2024. Each PSU represents the right to receive, following vesting, between 0% and 200% of the target award based upon achievement of pre-established one year performance goals, as determined by the Committee. The number of shares reported represents the number of PSUs that were earned for fiscal 2026 as a result of the achievement of performance criteria, as determined by the Committee on November 5, 2026. PSUs awards have a three-year vesting term based on continued employment, and, to the extent earned, will vest upon Committee approval of performance attainment at the end of the three-year term.

6. These PSUS were granted on February 15, 2024. Each PSU represents the right to receive, following vesting, between 0% and 200% of the target award based upon achievement of pre-established one year performance goals, as determined by the Committee. The number of shares reported represents the number of PSUs that were earned for fiscal 2026 as a result of the achievement of performance criteria, as determined by the Committee on November 5, 2026. PSUs awards have a three-year vesting term based on continued employment, and, to the extent earned, will vest upon Committee approval of performance attainment at the end of the three-year term. Such PSUs vested on November 6, 2026.

	/s/ Rebecca Schuster by power of attorney	11/09/2026
	** 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