Zscaler (NASDAQ: ZS) director receives 1,076 RSUs vesting in 2026

Rhea-AI Filing Summary

Zscaler, Inc. director Andrew William Fraser Brown reported an equity award of 1,076 shares of common stock on January 12, 2026. The shares are granted at a price of $0 per share, increasing his beneficial ownership to 23,292 shares held directly.

The award is structured as restricted stock units that will vest in four equal quarterly installments beginning on March 15, 2026. This reflects ongoing equity-based compensation for his service on the company’s board rather than an open-market purchase or sale.

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^*

Brown Andrew William Fraser

(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		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/12/2026

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

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

X	Form filed by One Reporting Person
	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	01/12/2026		A		1,076(1)	A	$0	23,292	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. The reported shares are represented by restricted stock units, which vest in four equal quarterly installments beginning on March 15, 2026.

Remarks:

	/s/ Torrie Nute, by power of attorney	01/13/2026
	** 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).
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FAQ

What insider transaction did Zscaler (ZS) report in this Form 4?

The filing reports that director Andrew William Fraser Brown acquired 1,076 shares of Zscaler common stock as an equity award on January 12, 2026.

How many Zscaler (ZS) shares does the director own after this transaction?

After the reported award, the director beneficially owns 23,292 shares of Zscaler common stock held directly.

What type of equity did the Zscaler (ZS) director receive?

The reported shares are represented by restricted stock units (RSUs) that convert into Zscaler common stock as they vest.

What are the vesting terms for the director’s RSUs at Zscaler (ZS)?

The RSUs vest in four equal quarterly installments, beginning on March 15, 2026, until all 1,076 shares have vested.

Did the Zscaler (ZS) director pay for the shares in this Form 4 transaction?

No cash was paid for the award; the 1,076 shares were acquired at a stated price of $0 per share as part of equity compensation.

Is this Zscaler (ZS) Form 4 transaction a purchase or a grant?

The transaction is reported with code "A", indicating an acquisition of shares through an equity grant of RSUs, rather than an open-market purchase or sale.