Pomeroy Greg 4

What Happened

• Greg Pomeroy, SVP Worldwide Sales at Varonis Systems Inc. (VRNS), was awarded 23,011 shares on Feb 2, 2026. The award is recorded as an acquisition (code A) at $0.00 per share (total reported cost $0). These are performance-vesting restricted stock units (2025 PSUs) that were earned when the company’s compensation committee certified 2025 performance on Feb 2, 2026.

Key Details

• Transaction date and filing: Transaction dated 2026-02-02; Form 4 filed 2026-02-04 (filed within the SEC’s typical two-business-day window).
• Terms: 23,011 performance-vesting RSUs granted/earned at $0.00.
• Vesting: PSUs will convert to common shares in three equal annual installments on the last calendar day of February starting Feb 27, 2026, subject to continued employment through each vesting date.
• Holdings note: Filing also notes 238 shares were purchased under the issuer’s 2015 ESPP (included in reported holdings). The filing does not state total shares owned after the reported transaction in the provided summary.
• Transaction code: A = Award/Grant.

Context

• This was a compensation award tied to 2025 performance goals, not an open-market purchase or sale; such grants reflect pay and retention practices rather than a direct buy/sell signal. The RSUs are subject to future vesting and forfeiture if employment ends before vesting dates.