Zscaler (NASDAQ: ZS) EVP sells shares to cover RSU tax withholding

Rhea-AI Filing Summary

Zscaler, Inc. executive Raj Judge, EVP of Corporate Strategy & Ventures, reported the sale of 2,488 shares of common stock at an average price of $156.5932 per share. The shares were sold to cover tax withholding obligations from vesting restricted stock units and were not a discretionary trade. After this tax-related sale, Judge directly holds 67,906 shares of Zscaler common stock.

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Judge Raj

(Last) (First) (Middle)

120 HOLGER WAY

(Street)

SAN JOSE CALIFORNIA 95134

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Zscaler, Inc. [ ZS ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Corp. Strategy & Ventures

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/17/2026

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

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

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

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	03/17/2026		S(1)		2,488	D	$156.5932	67,906	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

Explanation of Responses:

1. Represents the number of shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units as mandated by the Issuer's election under its equity incentive plans and does not represent a discretionary trade by the Reporting Person.

Remarks:

	/s/ Torrie Nute, by power of attorney	03/18/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Zscaler (ZS) report for Raj Judge?

Zscaler reported that EVP Raj Judge sold 2,488 shares of common stock at $156.5932 per share. The sale was made solely to cover tax withholding obligations tied to vesting restricted stock units under the company’s equity incentive plans.

Was Raj Judge’s Zscaler (ZS) share sale a discretionary trade?

No, the sale was not discretionary. The filing states the 2,488 shares were sold to satisfy tax withholding requirements mandated by Zscaler’s equity incentive plans in connection with restricted stock unit vesting, rather than a voluntary market timing decision.

How many Zscaler (ZS) shares does Raj Judge hold after this transaction?

After the tax-related sale, Raj Judge directly holds 67,906 shares of Zscaler common stock. This indicates the transaction covered withholding obligations while leaving a substantial remaining equity position tied to his role as EVP, Corporate Strategy & Ventures.

What price was received for the Zscaler (ZS) shares sold by Raj Judge?

The 2,488 Zscaler shares were sold at an average price of $156.5932 per share. This price reflects the proceeds used to meet tax withholding obligations associated with the vesting of restricted stock units granted under Zscaler’s equity incentive plans.

What role does Raj Judge hold at Zscaler (ZS) in this Form 4 filing?

In the Form 4, Raj Judge is identified as a director and officer of Zscaler, serving as Executive Vice President, Corporate Strategy & Ventures. His reported share sale relates to equity compensation vesting rather than a change in his executive role or responsibilities.