$S·8-K

SentinelOne, Inc. · Mar 25, 4:30 PM ET

SentinelOne, Inc. 8-K

Research Summary

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SentinelOne Names Barry Padgett President & COO; $10M Equity Award

What Happened
SentinelOne, Inc. filed an 8-K on March 25, 2026 reporting that its Board appointed Barry Padgett, previously Chief Growth Officer, as President and Chief Operating Officer effective March 24, 2026. Mr. Padgett has served as Chief Growth Officer since March 2025 and was interim Chief Financial Officer from January to March 2026.

Key Details

  • Effective date: March 24, 2026 (appointment announced March 19, 2026; 8‑K filed March 25, 2026).
  • Compensation changes: annual base salary set at $600,000 and a target annual cash bonus equal to 100% of base salary.
  • Equity grant (effective April 15, 2026): restricted stock units (RSUs) and performance stock units (PSUs) with an aggregate target value of $10.0 million (50% RSUs / 50% PSUs). Share counts determined using the trailing 30-calendar-day average NYSE closing price at grant.
  • RSU vesting: 1/16th of RSUs vest on August 5, 2026 and 1/16th vest on each "third Vesting Date" thereafter (Vesting Date = the 5th day of each month), subject to continuous service.
  • PSU vesting: tied to performance metrics for fiscal years ending Jan 31, 2027, 2028, 2029 and 2030; final shares certified by the Compensation Committee and vested no later than April 30 following each fiscal year.
  • Other: No family relationships requiring Item 404 disclosure; Mr. Padgett is already party to the company’s standard change-in-control and indemnity agreements previously filed with the SEC.

Why It Matters
This 8‑K signals a senior leadership change with a long‑term incentive package intended to align Mr. Padgett’s compensation with company performance. Investors should note the sizable $10M equity grant and performance-based PSU structure, which tie a large portion of his pay to multi-year company results. The promotion also formalizes internal continuity after his recent interim CFO role, which may affect operational leadership and go-to-market execution.

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