Varonis director's account buys 1,015 shares

An independent investment adviser executed the purchase for an account maintained for the director’s benefit, without her knowledge, direction or involvement.

Available on EDGAR 11/05/2026 - 04:18 PM EST Accepted by SEC EDGAR 11/05/2026 - 04:18 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Varonis Systems Inc. (VRNS) director Rachel Prishkolnik reported a purchase of 1,015 common shares on February 19, 2026, at $25.72 per share. The shares were purchased in an account maintained for her benefit and managed by an independent investment adviser with discretionary investment authority; the adviser acted without her knowledge, direction or involvement. Her reported direct holdings after the transaction were 33,953 shares. No Rule 10b5-1 plan is reported for the purchase.

Insider Trade Summary

Net Buyer: 1,015 shares

Net Buy 1 txn

Insider Prishkolnik Rachel

Role Director

Bought 1,015 shs ($26K)

Type	Security	Shares	Price	Value
Purchase	Common Stock, par value $0.001 per share F1	1,015	$25.72	$26K

Holdings After Transaction: Common Stock, par value $0.001 per share — 33,953 shares (Direct)

Footnotes (1)

1. F1. The shares reported herein were purchased in an account maintained for the benefit of the Reporting Person and managed by an independent investment adviser with discretionary investment authority. The purchases were effected by the investment adviser without the knowledge, direction or involvement of the Reporting Person.

Key Figures

Shares purchased: 1,015 shares Purchase price: $25.72 per share Direct shares following purchase: 33,953 shares

3 metrics

Shares purchased 1,015 shares February 19, 2026

Purchase price $25.72 per share February 19, 2026

Direct shares following purchase 33,953 shares After the February 19, 2026 purchase

Key Terms

discretionary investment authority, par value, open market or private transaction

3 terms

discretionary investment authority technical

"managed by an independent investment adviser with discretionary investment authority"

par value financial

"Common Stock, par value $0.001 per share"

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

open market or private transaction financial

"Purchase in open market or private transaction"

FAQ

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

How many VRNS shares did director Rachel Prishkolnik purchase?

Her account reported a purchase of 1,015 common shares on February 19, 2026, at $25.72 per share. An independent investment adviser with discretionary investment authority executed the purchase without her knowledge, direction or involvement. No Rule 10b5-1 plan is reported for the purchase.

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

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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^*

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)
02/19/2026

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	02/19/2026		P(1)		1,015	A	$25.72	33,953	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 shares reported herein were purchased in an account maintained for the benefit of the Reporting Person and managed by an independent investment adviser with discretionary investment authority. The purchases were effected by the investment adviser without the knowledge, direction or involvement of the Reporting Person.

Remarks:

	s/ Dov Gottlieb as attorney-in-fact	11/05/2026
	** 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)