Trivedi Dhrupad 4
4 · A10 Networks, Inc. · Filed Feb 13, 2026
Research Summary
AI-generated summary of this filing
A10 Networks CEO Dhrupad Trivedi Sells Shares, Receives RSU & PSU Award
What Happened
- Dhrupad Trivedi, CEO of A10 Networks (ATEN), sold a total of 100,000 shares in three open-market transactions (33,333; 33,333; 33,334) for aggregate proceeds of $2,060,000. The individual trade prices reported were $20.69, $20.56 and $20.55 per share.
- On February 12, 2026, he was also awarded time-based Restricted Stock Units (131,516 RSUs) and 131,516 Performance-based Restricted Stock Units (PSUs) (both reported as acquisitions at $0.00). The PSUs are contingent on future price-based performance milestones.
Key Details
- Transaction dates and amounts:
- 2026-02-11: Sale 33,333 shares @ $20.69 = $689,660
- 2026-02-12: Sale 33,333 shares @ $20.56 = $685,326
- 2026-02-13: Sale 33,334 shares @ $20.55 = $685,014
- 2026-02-12: Grant of 131,516 RSUs (time-based) and 131,516 PSUs (performance-based)
- Aggregate sales proceeds: $2,060,000.
- Shares owned after transaction: Not specified in the filing.
- Notable footnotes:
- Sales were made under a pre-established Rule 10b5-1 trading plan adopted 9/12/2025 (routine, preplanned sales).
- Weighted-average sale price ranges disclosed across trades (approx. $20.18–$21.11); the filing notes availability of per-price details on request.
- RSU vesting: one‑third vests on each of the first three anniversaries of vesting commencement (2/1/2026) if employment continues.
- PSUs: 131,516 contingent units that vest only if specified VWAP-based performance milestones are met during any 100-day period between 2/12/2026 and 2/12/2030; vesting then subject to continued employment (50% soon after milestone, then 25% and 25% on subsequent anniversaries).
- Filing timeliness: Form 4 was filed on 2026-02-13 for transactions beginning 2026-02-11 — appears timely (Form 4 is typically due within two business days).
Context
- The sales were executed under a 10b5-1 plan, which indicates they were preplanned trades rather than ad-hoc insider selling; such plans are common and do not necessarily signal a change in insider sentiment.
- The RSUs are straightforward time‑based awards; the PSUs are contingent (derivative) awards tied to future stock-price performance and only convert to shares if the performance milestones and continued service conditions are met.
Insider Transaction Report
Form 4
Trivedi Dhrupad
DirectorChief Executive Officer
Transactions
- Sale
Common Stock
[F1][F2]2026-02-11$20.69/sh−33,333$689,660→ 648,748 total - Sale
Common Stock
[F1][F3]2026-02-12$20.56/sh−33,333$685,326→ 615,415 total - Award
Common Stock
[F4]2026-02-12+131,516→ 746,931 total - Sale
Common Stock
[F1][F5]2026-02-13$20.55/sh−33,334$685,014→ 713,597 total - Award
Performance-based Restricted Stock Units
[F6][F7]2026-02-12+131,516→ 131,516 totalExp: 2030-02-12→ Common Stock (131,516 underlying)
Footnotes (7)
- [F1]The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on September 12, 2025.
- [F2]This is the weighted average price of the shares sold, which ranged from $20.51 to $21.10 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
- [F3]This is the weighted average price of the shares sold, which ranged from $20.18 to $21.11 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
- [F4]Each share is represented by a Restricted Stock Unit ("RSU"). One-third (1/3) of the total RSUs will vest on each of the first three (3) anniversaries of the Vesting Commencement Date (2/1/2026), provided that the Reporting Person continues to serve through each such vesting date.
- [F5]This is the weighted average price of the shares sold, which ranged from $20.23 to $20.72 per share. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
- [F6]Each share is represented by a Performance-based Restricted Stock Unit ("PSU").
- [F7]Grant of 131,516 PSUs, each of which represents a contingent right to receive one share of common stock of ATEN, with vesting subject to the achievement of specified levels of the volume weighted average closing prices of a share of ATEN common stock during any one hundred (100) day trading period between February 12, 2026 and February 12, 2030 (each, a "Performance Milestone"). Upon achievement of a Performance Milestone, vesting is subject to continued employment with the Company through the applicable vesting date, the first fifty percent ( 50%) of which will occur within thirty (30) days of achievment of the applicable milestone and the balance to vest twenty-five percent (25%) on each of the first and second anniversaries of achievement of the corresponding Performance Milestone.
Signature
/s/ Jill Osato, Attorney-in-fact|2026-02-13