Zscaler product chief sells 10,162 shares

Zscaler’s chief product officer reported vesting of performance-based RSUs and related share sales, including tax-withholding and 10b5-1 plan transactions.

Available on EDGAR 09/17/2026 - 07:44 PM EDT Accepted by SEC EDGAR 09/17/2026 - 07:44 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Zscaler, Inc. (ZS) reported that Chief Product Officer Adam Geller received 6,817 restricted stock units on September 15, 2026 upon achievement of certain fiscal 2026 performance metrics, with those units issued and vested the same day. On September 16 and 17, 2026 he sold a total of 10,162 shares of common stock, including shares sold to cover tax withholding obligations and a sale made pursuant to a Rule 10b5-1 trading plan.

Insider Trade Summary 10b5-1

Net Seller: 10,162 shares

Net Sell 3 txns

Insider Geller Adam

Role Chief Product Officer

Sold 10,162 shs ($1.96M)

Type	Security	Shares	Price	Value
Sale	Common Stock F3	4,584	$192.01	$880K
Sale	Common Stock F2	5,578	$192.7628	$1.08M
Grant/Award	Common Stock F1	6,817	$0.00	$0.00

Holdings After Transaction: Common Stock — 38,969 shares (Direct)

Footnotes (3)

1. F1. Represents restricted stock units granted upon achievement of certain FY26 performance metrics pursuant to performance-based restricted stock units granted October 15, 2025 under Zscaler's Amended and Restated Fiscal Year 2018 Equity Incentive Plan. The restricted stock units reported in this Form 4 were issued and vested on September 15, 2026.
2. F2. 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.
3. F3. The sale reported in the Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted on March 20, 2026.

Key Figures

RSUs vested: 6,817 shares Shares sold for tax withholding: 5,578 shares Sale price September 16, 2026: $192.7628 per share +3 more

6 metrics

RSUs vested 6,817 shares Restricted stock units issued and vested on September 15, 2026 upon achievement of FY26 performance metrics

Shares sold for tax withholding 5,578 shares Shares sold on September 16, 2026 to cover tax withholding obligations from RSU vesting

Sale price September 16, 2026 $192.7628 per share Average sale price for 5,578 shares of common stock

Shares sold under 10b5-1 plan 4,584 shares Common stock sale on September 17, 2026 under a Rule 10b5-1 trading plan

Sale price September 17, 2026 $192.01 per share Average sale price for 4,584 shares of common stock

Net shares sold 10,162 shares Total common shares sold across reported transactions, per transaction summary

Key Terms

restricted stock units, performance-based restricted stock units, Rule 10b5-1 trading plan, tax withholding obligations, +1 more

5 terms

restricted stock units financial

"Represents restricted stock units granted upon achievement of certain FY26 performance"

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.

performance-based restricted stock units financial

"pursuant to performance-based restricted stock units granted October 15, 2025"

Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.

Rule 10b5-1 trading plan regulatory

"sale reported in the Form 4 was effected pursuant to a Rule 10b5-1 trading plan"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

tax withholding obligations financial

"shares sold by the Reporting Person to cover tax withholding obligations in connection"

equity incentive plans financial

"mandated by the 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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transactions did ZS chief product officer Adam Geller report?

Adam Geller reported receiving 6,817 restricted stock units that vested on September 15, 2026, and selling a total of 10,162 shares of Zscaler common stock on September 16 and 17, 2026, including sales to cover tax withholding obligations and one sale under a Rule 10b5-1 trading plan.

How many ZS shares did Adam Geller sell and at what prices?

Adam Geller sold 5,578 shares of Zscaler common stock on September 16, 2026 at an average price of $192.7628 per share and 4,584 shares on September 17, 2026 at an average price of $192.01 per share, for total reported sales of 10,162 shares.

Were any of Adam Geller’s ZS share sales related to tax withholding?

Yes. A footnote states that 5,578 shares sold by Adam Geller were to cover tax withholding obligations arising from the vesting of restricted stock units, mandated by Zscaler’s election under its equity incentive plans, and did not represent a discretionary trade by him.

Did Adam Geller use a Rule 10b5-1 plan for any ZS share sale?

Yes. A footnote explains that the 4,584-share sale reported for September 17, 2026 was effected pursuant to a Rule 10b5-1 trading plan adopted on March 20, 2026, indicating it was executed under a pre-arranged trading plan.

What performance-based equity did Adam Geller receive from ZS in this filing?

Adam Geller received 6,817 restricted stock units that were granted upon achievement of certain fiscal 2026 performance metrics. These units relate to performance-based restricted stock units originally granted on October 15, 2025 under Zscaler’s Amended and Restated Fiscal Year 2018 Equity Incentive Plan.

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

Form 4 Insider Transactions: What Each Field Means →

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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).

X

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^*

Geller Adam

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Product Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2026

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	09/15/2026		A		6,817(1)	A	$0	49,131	D
Common Stock	09/16/2026		S(2)		5,578	D	$192.7628	43,553	D
Common Stock	09/17/2026		S(3)		4,584	D	$192.01	38,969	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 restricted stock units granted upon achievement of certain FY26 performance metrics pursuant to performance-based restricted stock units granted October 15, 2025 under Zscaler's Amended and Restated Fiscal Year 2018 Equity Incentive Plan. The restricted stock units reported in this Form 4 were issued and vested on September 15, 2026.

2. 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.

3. The sale reported in the Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted on March 20, 2026.

Remarks:

	/s/ Torrie Nute, by power of attorney	09/17/2026
	** 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)