Zscaler officer plans $1.15M tax-cover sale

Officer Kevin Rubin files a Form 144 to potentially sell 5,957 Zscaler shares from RSU vesting, mainly to satisfy tax withholding obligations.

Rhea-AI Filing Summary

Zscaler, Inc. (ZS) received a Form 144 notice from officer Kevin Rubin covering a proposed sale of up to 5,957 shares of common stock, to be effected through Morgan Stanley Smith Barney. The shares arise from the vesting of restricted stock units on September 15, 2026. The notice states that shares are being sold to cover a tax withholding obligation mandated by the company’s equity incentive plans. Over the prior three months, Rubin reported sales totaling 5,692 shares of common stock in four transactions with aggregate proceeds of about $746,000.

Key Figures

Shares to be sold: 5,957 shares Aggregate market value of proposed sale: $1,148,288.17 Shares outstanding: 163,054,698 shares +3 more

6 metrics

Shares to be sold 5,957 shares Maximum Zscaler common shares covered by Kevin Rubin’s Form 144 notice

Aggregate market value of proposed sale $1,148,288.17 Associated with the 5,957 shares listed in the securities information section

Shares outstanding 163,054,698 shares Zscaler common stock figure referenced alongside the planned sale

Sale on June 16, 2026 1,686 shares for $213,160.14 One of four Zscaler stock sales reported in the past three months

Sale on June 25, 2026 3,000 shares for $372,669.47 Largest of the four sales reported in the prior three months

Sales on July 27 and August 25, 2026 503 shares each; $74,002.26 and $87,210.49 Two smaller Zscaler stock sales disclosed in the three-month history

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 | | | 5957"

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

"mandated by Issuer's election 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 filed for ZS by Kevin Rubin disclose?

The Form 144 discloses that officer Kevin Rubin may sell up to 5,957 shares of Zscaler, Inc. common stock. The shares come from RSU vesting on September 15, 2026 and are indicated as being sold to cover a tax withholding obligation under equity incentive plans.

How many Zscaler (ZS) shares is Kevin Rubin planning to sell under this Form 144?

Kevin Rubin is planning for the potential sale of up to 5,957 shares of Zscaler common stock. These shares are listed in the Form 144 securities information and correspond to stock received from vesting of restricted stock units on September 15, 2026.

What is the stated purpose of Kevin Rubin’s planned ZS share sale?

The remarks state that the shares are sold to cover tax withholding obligations mandated by Zscaler’s equity incentive plans. This indicates the transactions relate to tax obligations arising from compensation-related RSU vesting, rather than a discretionary open-market sale unrelated to compensation.

Which broker is handling Kevin Rubin’s planned Zscaler (ZS) share sale?

The Form 144 lists Morgan Stanley Smith Barney LLC Executive Financial Services as the broker for the proposed sale of 5,957 shares of Zscaler common stock. The broker’s address is given as 1 New York Plaza, reflecting standard execution and settlement arrangements.

What Zscaler (ZS) stock sales has Kevin Rubin made in the past three months?

Over the prior three months, Kevin Rubin reported four sales of Zscaler common stock: 1,686 shares on June 16, 2026, 3,000 shares on June 25, 2026, 503 shares on July 27, 2026, and 503 shares on August 25, 2026, for total proceeds of roughly $746,000.

How many Zscaler (ZS) shares are outstanding as referenced in the Form 144?

The Form 144 references 163,054,698 shares of Zscaler common stock, which appears in the securities information section associated with the proposed sale of 5,957 shares. This figure provides context for the scale of the planned sale relative to shares outstanding.

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

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Available on EDGAR 09/16/2026 - 08:06 PM Accepted by SEC EDGAR 09/16/2026 - 08:05 PM Learn about SEC filing dates

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	0001198529
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	Kevin Rubin
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	5957	1148288.17	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			5957	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
Kevin Rubin 120 Holger Way San Jose CA 95134	Common Stock	06/16/2026	1686	213160.14
Kevin Rubin 120 Holger Way San Jose CA 95134	Common Stock	06/25/2026	3000	372669.47
Kevin Rubin 120 Holger Way San Jose CA 95134	Common Stock	07/27/2026	503	74002.26
Kevin Rubin 120 Holger Way San Jose CA 95134	Common Stock	08/25/2026	503	87210.49

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