Zscaler (ZS) CPO’s shares sold to cover RSU tax withholding

Rhea-AI Filing Summary

Zscaler Chief Product Officer Adam Geller reported a disposition of 1,940 shares of common stock at an average price of $126.4295 per share. According to the footnotes, these shares were sold to cover tax withholding obligations tied to the vesting of restricted stock units under the company’s equity incentive plans and did not represent a discretionary trade. Following this tax-related sale, Geller directly holds 45,131 shares, which include 122 shares acquired under Zscaler’s FY2018 Employee Stock Purchase Plan on June 15, 2026.

Insider Trade Summary

Net Seller: 1,940 shares ($245,273)

Net Sell 1 txn

Insider Geller Adam

Role Chief Product Officer

Sold 1,940 shs ($245K)

Type	Security	Shares	Price	Value
Sale	Commom Stock	1,940	$126.4295	$245K

Holdings After Transaction: Commom Stock — 45,131 shares (Direct, null)

Footnotes (1)

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. Includes 122 shares acquired under the Issuer's FY2018 Employee Stock Purchase Plan on June 15, 2026.

Key Figures

Shares sold for tax withholding: 1,940 shares Average sale price: $126.4295 per share Shares held after transaction: 45,131 shares +1 more

4 metrics

Shares sold for tax withholding 1,940 shares Disposition on June 16, 2026 to cover RSU tax obligations

Average sale price $126.4295 per share Price for 1,940 shares sold on June 16, 2026

Shares held after transaction 45,131 shares Direct holdings following June 16, 2026 disposition

ESPP shares acquired 122 shares Acquired under FY2018 Employee Stock Purchase Plan on June 15, 2026

Key Terms

restricted stock units, equity incentive plans, Employee Stock Purchase Plan, open-market sale

4 terms

restricted stock units financial

"to cover tax withholding obligations in connection with the vesting of restricted stock units"

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

"as 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.

Employee Stock Purchase Plan financial

"Includes 122 shares acquired under the Issuer's FY2018 Employee Stock Purchase Plan"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

open-market sale financial

"transaction_action": "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

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Form 4 Insider Transactions: What Each Field Means →

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).

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)
06/16/2026

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
Commom Stock	06/16/2026		S(1)		1,940	D	$126.4295	45,131(2)	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.

2. Includes 122 shares acquired under the Issuer's FY2018 Employee Stock Purchase Plan on June 15, 2026.

Remarks:

	/s/ Torrie Nute, by power of attorney	06/17/2026
	** 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)

FAQ

What insider transaction did Adam Geller report for Zscaler (ZS)?

Adam Geller reported a disposition of 1,940 shares of Zscaler common stock. The shares were sold to cover tax withholding obligations related to restricted stock unit vesting, rather than a discretionary open-market transaction, under the company’s equity incentive plans.

At what price were Adam Geller’s Zscaler shares sold in this Form 4?

The 1,940 Zscaler shares were sold at an average price of $126.4295 per share. This transaction was executed to satisfy tax withholding obligations arising from restricted stock unit vesting under Zscaler’s equity incentive plans, according to the filing footnotes.

Why did Adam Geller’s Zscaler shares get sold according to the Form 4 footnotes?

The filing states the shares were sold to cover tax withholding obligations associated with vesting restricted stock units. This tax-related sale was mandated by Zscaler’s election under its equity incentive plans and is described as not being a discretionary trade by Adam Geller.

How many Zscaler shares does Adam Geller hold after this reported transaction?

After the tax-related sale, Adam Geller directly holds 45,131 Zscaler shares. This total includes 122 shares that were acquired under Zscaler’s FY2018 Employee Stock Purchase Plan on June 15, 2026, as noted in the Form 4 footnotes.

What additional Zscaler shares did Adam Geller acquire under the Employee Stock Purchase Plan?

The Form 4 notes that Adam Geller acquired 122 Zscaler shares under the FY2018 Employee Stock Purchase Plan on June 15, 2026. These shares are included in his post-transaction direct holdings total of 45,131 shares reported in the filing.