Varonis Systems (VRNS) director receives 7,224 restricted stock units award

Rhea-AI Filing Summary

Prishkolnik Rachel reported acquisition or exercise transactions in this Form 4 filing.

Varonis Systems Inc. director Rachel Prishkolnik received a grant of 7,224 shares in the form of restricted stock units. The grant was recorded at a price of $0.00 per share as equity compensation rather than a market purchase. After this award, she directly holds 32,938 shares of common stock.

According to the disclosure, these restricted stock units were granted on April 30, 2026 and will fully vest on May 31, 2027, when an equal number of common shares will be delivered to her, assuming vesting conditions are satisfied.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Prishkolnik Rachel

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock, par value $0.001 per share	7,224	$0.00	--

Holdings After Transaction: Common Stock, par value $0.001 per share — 32,938 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

RSUs granted: 7,224 shares Grant price: $0.00 per share Shares after transaction: 32,938 shares +1 more

4 metrics

RSUs granted 7,224 shares Restricted stock units granted on April 30, 2026

Grant price $0.00 per share Equity compensation, not an open-market purchase

Shares after transaction 32,938 shares Direct holdings following the RSU grant

Vesting date May 31, 2027 Date when 7,224 RSUs convert into common shares

Key Terms

restricted stock units, Form 4, grant, award, or other acquisition, common stock

4 terms

restricted stock units financial

"Represents restricted stock units granted to the reporting person on April 30, 2026."

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.

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

grant, award, or other acquisition financial

"transaction_code_description": "Grant, award, or other acquisition""

common stock financial

"Common Stock, par value $0.001 per share"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

Form 4 Insider Transactions: What Each Field Means →

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^*

Prishkolnik Rachel

(Last) (First) (Middle)

C/O VARONIS SYSTEMS, INC.

801 BRICKELL AVE.

(Street)

MIAMI FLORIDA 33131

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
VARONIS SYSTEMS INC [ VRNS ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/30/2026

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, par value $0.001 per share	04/30/2026		A		7,224(1)	A	$0	32,938	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. Represents restricted stock units granted to the reporting person on April 30, 2026. Such restricted stock units will vest, and an equal number of shares of common stock will be deliverable to the reporting person, on May 31, 2027.

Remarks:

	s/ Dov Gottlieb as attorney-in-fact	05/01/2026
	** 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 transaction did Varonis Systems (VRNS) report for Rachel Prishkolnik?

Varonis Systems reported that director Rachel Prishkolnik received a grant of 7,224 restricted stock units. These equity awards are compensation, not open-market purchases or sales, and increase her direct holdings to 32,938 shares of the company’s common stock.

When do Rachel Prishkolnik’s 7,224 restricted stock units at Varonis (VRNS) vest?

The 7,224 restricted stock units granted to Rachel Prishkolnik vest on May 31, 2027. On that date, an equal number of Varonis common shares will be delivered to her, assuming all vesting conditions and continued service requirements set by the company are met.

Was cash paid for the 7,224 Varonis (VRNS) shares reported in this Form 4?

No cash was paid for these shares. The Form 4 lists a transaction price of $0.00 per share, indicating the 7,224 shares were awarded as restricted stock units, a form of equity compensation, rather than acquired through an open-market purchase.

How many Varonis (VRNS) shares does Rachel Prishkolnik hold after this RSU grant?

Following the restricted stock unit grant, Rachel Prishkolnik directly holds 32,938 shares of Varonis common stock. This figure reflects her position after the 7,224-share RSU award and provides a snapshot of her direct ownership reported in this filing.

Is the April 30, 2026 Varonis (VRNS) insider transaction a buy or a grant?

The April 30, 2026 transaction is a grant, not a market buy. The Form 4 uses code “A” and describes it as a grant or award acquisition of 7,224 restricted stock units as compensation, with no cash purchase and future share delivery upon vesting.