|4Feb 4, 8:06 PM ET

Gottlieb Dov 4

4 · VARONIS SYSTEMS INC · Filed Feb 4, 2026

Research Summary

AI-generated summary of this filing

Updated

Varonis (VRNS) VP/GC Dov Gottlieb Receives 12,497-Share Award

What Happened Dov Gottlieb, Varonis Systems Inc.'s Vice President and General Counsel, was granted 12,497 performance-vesting restricted stock units (PSUs) on Feb 2, 2026. The award shows an acquisition price of $0.00 (the PSUs were earned, not purchased). The issuer's compensation committee certified achievement of the 2025 performance goals on Feb 2, 2026, and the PSUs will convert to the same number of common shares in three equal annual installments beginning Feb 27, 2026, subject to Gottlieb's continued employment through each vest date.

Key Details

  • Transaction date and type: 2026-02-02 — Award/Grant (A) of 12,497 PSUs at $0.00 (acquired value $0).
  • Vesting: Three equal annual installments upon the last calendar day of February beginning Feb 27, 2026; subject to continued employment.
  • Filing: Report filed 2026-02-04 (appears timely relative to the Feb 2 transaction).
  • Shares owned after transaction: Not specified in the filing.
  • Footnotes: F1 — PSUs earned under the Issuer's Amended and Restated 2023 Omnibus Equity Incentive Plan and certified by the compensation committee; F2 — filing notes inclusion of 204 shares purchased under the Issuer's 2015 Employee Stock Purchase Plan.

Context These were earned, performance-based RSUs (not an open-market purchase or a sale). PSUs only convert into actual shares as they vest, so they are compensatory and do not represent an immediate buy/sell market action. This filing is informational about executive compensation tied to 2025 performance metrics, not a directional trade by the insider.

Insider Transaction Report

Form 4
Period: 2026-02-02
Gottlieb Dov
VP and General Counsel
Transactions
  • Award

    Common Stock, par value $0.001 per share

    [F1][F2]
    2026-02-02+12,497228,636 total
Footnotes (2)
  • [F1]Represents shares earned by the reporting person for no consideration under certain performance-vesting restricted stock units (the "2025 PSUs"), which were granted to the reporting person pursuant to the Issuer's Amended and Restated 2023 Omnibus Equity Incentive Plan. The 2025 PSUs were earned subject to the satisfaction of certain performance goals for the 2025 fiscal year, the performance of which was certified by the Issuer's compensation committee on February 2, 2026. Such 2025 PSUs will vest, and an equal number of shares of common stock will be deliverable to the reporting person, in three equal annual installments upon the last calendar day of the month of February beginning on February 27, 2026, subject to the reporting person's continued employment through such date.
  • [F2]Includes 204 shares of Common Stock purchased under the Issuer's 2015 Employee Stock Purchase Plan.
Signature
/s/ Dov Gottlieb|2026-02-04

Documents

1 file
  • 4
    wk-form4_1770253588.xmlPrimary

    FORM 4