[Form 4] VERINT SYSTEMS INC Insider Trading Activity

Rhea-AI Filing Summary

Peter Fante, Chief Administrative Officer of Verint Systems Inc. (VRNT), reported the vesting of previously granted restricted stock units (RSUs). On September 12, 2025, 8,995 RSUs that had been granted on April 22, 2024, vested; each RSU represents a right to receive one share of common stock and/or cash on vesting. To satisfy tax withholding obligations arising from the vesting, 3,243 shares were withheld at an indicated value of $20.35 per share. Following these transactions, the filing shows Mr. Fante beneficially owns 28,440 shares of common stock directly and 104,644 derivative securities (RSUs) in a direct ownership form as reported on the form.

Insights

Securities Analyst

TL;DR: Routine executive compensation event — RSUs vested with shares withheld for taxes; no new purchases or sales reported.

The Form 4 documents a time-based equity award vesting for a named officer. The material facts are the vesting of 8,995 RSUs on September 12, 2025 and withholding of 3,243 shares to satisfy tax obligations at a reported $20.35 per share. The filing lists ending beneficial ownership positions: 28,440 common shares and 104,644 derivative securities. This is a standard disclosure of compensation-related equity settlement rather than an open-market transaction or disposition that would signal a change in investment intent.

Corporate Governance Expert

TL;DR: Typical insider disclosure showing vested awards and tax withholding; no governance red flags are evident from the form.

The report provides clear disclosure of the grant origin (April 22, 2024) and the mechanics of vesting on September 12, 2025. Withholding of 3,243 shares to cover taxes is documented with an associated per-share amount for withholding. The signature block is present and dated September 15, 2025. There are no amendments or corrections noted, and the filing is a routine Section 16 report of a compensation settlement.

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

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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).

1. Name and Address of Reporting Person^*

FANTE PETER

(Last) (First) (Middle)

225 BROADHOLLOW ROAD

(Street)

MELVILLE NY 11747

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
VERINT SYSTEMS INC [ VRNT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/12/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	09/12/2025		M		8,995	A	$0(1)	31,683	D
Common Stock	09/12/2025		F		3,243	D	$20.35(1)(2)	28,440	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	(1)	09/12/2025		M			8,995	09/12/2025	(1)	Common Stock	8,995	(1)	104,644	D

Explanation of Responses:

1. On April 22, 2024, the reporting person was granted 8,995 restricted stock units ("RSUs") subject to time vesting. Each RSU represents a right to receive one share of common stock of the issuer and/or cash upon vesting. All 8,995 RSUs vested on September 12, 2025.

2. Shares withheld to satisfy tax withholding obligation arising upon the vesting of RSUs.

Remarks:

	/s/ Peter D. Fante	09/15/2025
	** 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.

FAQ

What insider transaction did VRNT officer Peter Fante report on Form 4?

The filing reports the vesting of 8,995 restricted stock units (RSUs) on September 12, 2025 that were granted April 22, 2024.

How many shares were withheld for taxes when the RSUs vested for VRNT insider Peter Fante?

3,243 shares were withheld to satisfy tax withholding obligations, with an indicated per-share value of $20.35.

What is Peter Fante's beneficial ownership after the reported transactions for VRNT?

Following the reported transactions, the Form 4 shows 28,440 common shares (direct) and 104,644 derivative securities (direct).

When were the RSUs that vested on September 12, 2025 originally granted?

The filing states the RSUs were granted on April 22, 2024 and were subject to time vesting.

Does the Form 4 indicate any open-market purchases or sales by Peter Fante?

No. The reported transactions relate to RSU vesting and shares withheld for tax purposes; there are no separate open-market purchases or sales disclosed in this Form 4.