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[Form 4] Zscaler, Inc. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Zscaler, Inc. (ZS) insiders Jagtar Singh Chaudhry and P. Jyoti Chaudhry reported transactions dated 09/25/2025 on a Form 4. The filing shows dispositions totaling 372,561 shares (21,861 and 350,700 shares) reported as sold or distributed with a reported price of $0 for one line, and resulting beneficial ownership reported indirectly at 24,341,267 shares, 2,177,994 shares, and 6,666 shares for the specified holdings. Footnotes state these shares are held of record by trusts: the RSP Trust (Jyoti Chaudhry TTEE), the RSJ Trust (Jagtar S Chaudhry TTEE), and The P. Jyoti Chaudhry Family Trust (trustee Ms. Kaur). The form is signed by power of attorney on 09/29/2025.

Positive
  • Substantial retained ownership: Reporting persons continue to hold large indirect positions (e.g., 24,341,267 shares), indicating continued significant stake.
  • Trust ownership disclosed: Footnotes clearly identify that shares are held of record by named trusts, improving transparency of beneficial ownership.
Negative
  • Insider dispositions reported: Total disposals of 372,561 shares (21,861 and 350,700 shares) were reported on 09/25/2025.
  • Limited pricing detail: One line shows a price of $0 and the filing does not provide transaction purpose or economic terms for all disposals.

Insights

TL;DR: Two principal insiders reported share dispositions totaling 372,561 shares while retaining substantial indirect holdings.

The Form 4 records dispositions on 09/25/2025 by Jagtar S. Chaudhry and P. Jyoti Chaudhry. Reported disposals are 21,861 and 350,700 shares respectively, and the filing lists large indirect beneficial ownership positions (e.g., 24,341,267 shares). The filing includes explanatory footnotes that the shares are held in named trusts and the signature was executed by power of attorney on 09/29/2025. These are insider sales/dispositions documented under Section 16 filing requirements; the filing provides no pricing detail beyond a $0 entry on one line and no explanation of purpose.

TL;DR: Insider disposals are disclosed properly; trusts hold substantial indirect ownership, and a POA signature was used.

The filing identifies the reporting persons as Director and 10% owners, with one listed as CEO & Chairman. The explanatory footnotes clarify record ownership via trusts, which affects beneficial ownership reporting. A power-of-attorney signature appears, consistent with delegated filing practice. The Form 4 contains standard disclosure of changes in beneficial ownership but lacks context on transaction pricing or purpose.

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).
1. Name and Address of Reporting Person*
Chaudhry Jagtar Singh

(Last) (First) (Middle)
C/O ZSCALER, INC.
120 HOLGER WAY

(Street)
SAN JOSE CA 95134

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Zscaler, Inc. [ ZS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
CEO & Chairman
3. Date of Earliest Transaction (Month/Day/Year)
09/25/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X 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 09/25/2025 G 21,861 D $0 24,341,267 I See Footnote(1)
Common Stock 350,700 D
Common Stock 2,177,994 I See Footnote(2)
Common Stock 6,666 I See footnote(3)
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
1. Name and Address of Reporting Person*
Chaudhry Jagtar Singh

(Last) (First) (Middle)
C/O ZSCALER, INC.
120 HOLGER WAY

(Street)
SAN JOSE CA 95134

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
X Officer (give title below) Other (specify below)
CEO & Chairman
1. Name and Address of Reporting Person*
CHAUDHRY P JYOTI

(Last) (First) (Middle)
C/O ZSCALER, INC.
120 HOLGER WAY

(Street)
SAN JOSE CA 95134

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The shares are held of record by Jyoti Chaudhry TTEE The RSP Trust U/A DTD 06/07/2017.
2. The shares are held of record by Jagtar S Chaudhry TTEE The RSJ Trust U/A DTD 06/07/2017.
3. The shares are held of record by The P. Jyoti Chaudhry Family Trust dated March 1, 2000 for which Ms. Kaur serves as trustee.
Remarks:
/s/ Torrie Nute, by power of attorney 09/29/2025
** 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 transactions did ZS report on the Form 4 filed for 09/25/2025?

Insiders disposed of 372,561 shares in total on 09/25/2025 (21,861 and 350,700 shares reported).

Who filed the Form 4 for Zscaler (ZS) and what are their roles?

Jagtar S. Chaudhry (Director, CEO & Chairman, 10% owner) and P. Jyoti Chaudhry (Director, 10% owner) are the reporting persons.

How many shares do the reporting persons beneficially own after the reported transactions?

The filing reports indirect beneficial ownership positions of 24,341,267, 2,177,994, and 6,666 shares for the listed holdings.

Are the shares held directly or via trusts according to the Form 4?

The shares are held of record by named trusts: the RSP Trust, the RSJ Trust, and The P. Jyoti Chaudhry Family Trust, per the filing footnotes.

Who signed the Form 4 and when?

The Form 4 was signed by Torrie Nute by power of attorney on 09/29/2025.
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