Zscaler officer plans $1.08M tax-cover stock sale

Zscaler officer Adam Geller filed a Rule 144 notice to sell 5,578 vested RSU shares mainly to satisfy tax withholding obligations under the company’s equity plans.

Available on EDGAR 09/16/2026 - 07:50 PM EDT Accepted by SEC EDGAR 09/16/2026 - 07:50 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Zscaler, Inc. (ZS) received a notice under Rule 144 that officer Adam Geller intends to sell 5,578 shares of common stock, to be handled through Morgan Stanley Smith Barney LLC on NASDAQ around September 16, 2026. The shares come from the vesting of Restricted Stock Units on September 15, 2026 and were acquired as compensation.

According to the notice, the sale is to cover a tax withholding obligation mandated by Zscaler’s election under its equity incentive plans. In the prior three months, Geller reported sales of 1,940 shares for $245,273.23 on June 16, 2026 and 2,817 shares for $345,364.20 on June 22, 2026.

Key Figures

Shares planned for sale: 5,578 shares Aggregate market value of planned sale: $1,075,231.05 Prior sale on June 16, 2026: 1,940 shares for $245,273.23 +2 more

5 metrics

Shares planned for sale 5,578 shares Common stock to be sold under Rule 144 around September 16, 2026

Aggregate market value of planned sale $1,075,231.05 Reported market value for 5,578 shares in the planned Rule 144 sale

Prior sale on June 16, 2026 1,940 shares for $245,273.23 Common stock sold by Adam Geller during the past three months

Prior sale on June 22, 2026 2,817 shares for $345,364.20 Common stock sold by Adam Geller during the past three months

Date of RSU vesting September 15, 2026 Date the Restricted Stock Units vested, creating the 5,578 shares

Key Terms

Rule 144, Restricted Stock Units, equity incentive plans, tax withholding obligation

4 terms

Rule 144 regulatory

"See the definition of "person" in paragraph (a) of Rule 144."

Rule 144 is a U.S. securities regulation that sets conditions under which restricted or insider-held shares can be legally resold to the public, such as required holding periods, availability of public information, limits on how much can be sold at once, and certain filing requirements. For investors it matters because it determines when previously locked-up shares can enter the market — like a release valve that can increase supply, affect share price, and signal insider intent.

Restricted Stock Units financial

"Vesting of Restricted Stock Units | Issuer"

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.

equity incentive plans financial

"under its equity incentive plans."

Equity incentive plans are company programs that pay employees, executives, or directors with company stock, stock options, or share units instead of or in addition to cash, aiming to align their interests with shareholders—like giving team members a stake in the house they help build. For investors this matters because such plans can motivate better company performance but also dilute existing ownership and increase reported compensation costs, so they affect future earnings, voting power, and share value.

tax withholding obligation financial

"Shares sold to cover tax withholding obligation mandated by Issuer's election"

FAQ

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

What does the Form 144 filing disclose for ZS (Zscaler, Inc.)?

It discloses that officer Adam Geller intends to sell 5,578 shares of Zscaler common stock under Rule 144, related to the vesting of Restricted Stock Units on September 15, 2026, with sales through Morgan Stanley Smith Barney LLC on NASDAQ.

How many ZS shares is Adam Geller planning to sell and what is their value?

Adam Geller plans to sell 5,578 shares of Zscaler common stock. The filing reports an aggregate market value of $1,075,231.05 for these securities in connection with the planned Rule 144 sale through Morgan Stanley Smith Barney LLC.

Why are the ZS shares being sold according to the Form 144 notice?

The notice states that the shares are being sold to cover a tax withholding obligation mandated by Zscaler’s election under its equity incentive plans, following the vesting of Restricted Stock Units on September 15, 2026.

What prior ZS stock sales by Adam Geller are reported in the last three months?

The filing lists two prior sales: 1,940 shares of common stock for $245,273.23 on June 16, 2026, and 2,817 shares for $345,364.20 on June 22, 2026, both by Adam Geller.

How were the ZS shares to be sold by Adam Geller acquired?

The 5,578 shares to be sold were acquired through the vesting of Restricted Stock Units on September 15, 2026. The nature of acquisition is identified as compensation under Zscaler’s equity incentive plans.

Which broker is involved in Adam Geller’s planned ZS share sale?

The planned sale of 5,578 Zscaler shares is to be executed through Morgan Stanley Smith Barney LLC Executive Financial Services, located at 1 New York Plaza, New York, as specified in the Form 144 filing.

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

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0002040014
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	Zscaler, Inc.
SEC File Number	001-38413
Address of Issuer	120 Holger Way San Jose CALIFORNIA 95134
Phone	408-533-0288
Name of Person for Whose Account the Securities are To Be Sold	Adam Geller
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Officer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	5578	1075231.05	163054698	09/16/2026	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	09/15/2026	Vesting of Restricted Stock Units	Issuer			5578	09/15/2026	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Adam Geller 120 Holger Way San Jose CA 95134	Common Stock	06/16/2026	1940	245273.23
Adam Geller 120 Holger Way San Jose CA 95134	Common Stock	06/22/2026	2817	345364.2

144: Remarks and Signature

Remarks	Shares sold to cover tax withholding obligation mandated by Issuer's election under its equity incentive plans.
Date of Notice	09/16/2026
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ Adam Geller
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)