[144] Zscaler, Inc. SEC Filing

Rhea-AI Filing Summary

Zscaler, Inc. (ZS) Form 144 filing shows a proposed sale of 11,718 shares of common stock, with an aggregate market value of $3,289,216, scheduled to begin on 09/16/2025 and listed for sale through NASDAQ. The shares were acquired on 09/15/2025 upon vesting of restricted stock units and were paid as compensation. The filing also discloses a sale earlier this year: 4,287 shares sold on 06/17/2025 for gross proceeds of $1,301,970.90. The notice includes the required representation that the seller is not aware of undisclosed material adverse information about the issuer.

Positive

• Acquisition source disclosed: Shares to be sold were acquired via vesting of restricted stock units on 09/15/2025, and payment is listed as compensation.
• Broker identified: Sales to be executed through Morgan Stanley Smith Barney LLC Executive Financial Services, providing execution transparency.

Negative

• Insider sale size: Proposed sale of 11,718 shares with an aggregate market value of $3,289,216, which is a notable insider liquidity event.
• Recent prior sale: Seller sold 4,287 shares on 06/17/2025 for $1,301,970.90, indicating multiple insider dispositions within the past year.

Insights

Securities Analyst

TL;DR: Insider plans to sell recently vested RSUs totaling 11,718 shares valued at $3.29M; prior sale of 4,287 shares generated $1.30M.

The filing reports a routine Rule 144 notice for sale of shares acquired through RSU vesting on 09/15/2025. The proposed sale date is 09/16/2025 and the broker is identified as Morgan Stanley Smith Barney LLC Executive Financial Services. The disclosure of a prior sale on 06/17/2025 (4,287 shares for $1,301,970.90) provides recent trading context. From a trading-impact perspective, the transaction is typical insider liquidity following compensation vesting and is disclosed under required securities-sale rules.

Corporate Governance Expert

TL;DR: Filing provides standard Rule 144 details: acquisition by compensation, broker details, and seller certification of no undisclosed material information.

The notice includes the statutory representation that the selling person does not possess undisclosed material adverse information. Broker, share counts, acquisition method (vesting of restricted stock units), payment nature (compensation), and prior three-month sale data are all specified, meeting disclosure expectations for insider sales under Rule 144.

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

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

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

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 Stock	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	11718	3289216	158300823	09/16/2025	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 Stock	09/15/2025	Vesting of Restricted Stock Units	Issuer			11718	09/15/2025	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
Michael Rich 120 Holger Way San Jose CA 95134	Common Stock	06/17/2025	4287	1301970.9

144: Remarks and Signature

Remarks

Date of Notice

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

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What shares does the ZS Form 144 propose to sell?

The notice proposes to sell 11,718 shares of Zscaler common stock with an aggregate market value of $3,289,216.

When were the shares acquired and how were they obtained?

The shares were acquired on 09/15/2025 through the vesting of restricted stock units and were paid as compensation.

When is the approximate sale date and on which exchange will the sale occur?

The approximate date of sale is listed as 09/16/2025 and the sale is to be executed on NASDAQ.

Who is the broker handling the proposed sale?

The broker is Morgan Stanley Smith Barney LLC Executive Financial Services, located at 1 New York Plaza, 8th Floor, New York, NY 10004.

Has the seller recently sold any ZS shares?

Yes. The filing discloses a sale of 4,287 shares on 06/17/2025 for gross proceeds of $1,301,970.90.