Weingarten Tomer 4
4 · SentinelOne, Inc. · Filed Mar 25, 2026
Research Summary
AI-generated summary of this filing
SentinelOne (S) CEO Tomer Weingarten Sells Shares, Receives PRSU Award
What Happened
- Tomer Weingarten, President, CEO and a director of SentinelOne, had two performance-based restricted stock unit (PRSU) tranches certified on March 23, 2026, resulting in grants totaling 141,821 PRSUs (39,405 and 102,416). Those tranches were earned and became fully vested and eligible for settlement at 0 cost to the reporting person.
- On March 25, 2026, Weingarten sold 72,523 shares in an open-market transaction at $13.37 per share, generating proceeds of $969,633. This sale was an issuer-mandated “sell to cover” to satisfy tax-withholding obligations tied to the vesting/settlement of the PRSUs, not a discretionary trade.
Key Details
- Transaction dates and amounts:
- Mar 23, 2026: Award/acquisition of 39,405 PRSUs (0 price) — certification of 2024 PRSU tranche.
- Mar 23, 2026: Award/acquisition of 102,416 PRSUs (0 price) — certification of 2025 PRSU tranche.
- Mar 25, 2026: Sale of 72,523 shares at $13.37 for $969,633 (open-market sale).
- Performance certification: The committee certified achievement of the reported tranches, with one-fourth of each award earned at 90.2% of target (these PRSUs are vested and may be settled for shares).
- Forfeiture: Certain shares remain subject to forfeiture if underlying vesting conditions are not ultimately met.
- Sale reason: The sale was an issuer-mandated sell-to-cover to satisfy tax withholding (per company equity plan), not a voluntary insider sell.
- Shares owned after transaction: Not specified in the provided Form 4 excerpt.
- Filing timeliness: Form 4 filed March 25, 2026 for transactions on March 23 and March 25 — not indicated as late.
Context
- PRSUs (performance-based RSUs) vest only if pre-determined corporate performance milestones are met and often require continued service through certification. A sell-to-cover is a routine, non-discretionary mechanism companies use to fund tax withholding when equity awards vest; it does not necessarily indicate a change in the insider’s market view.
Insider Transaction Report
Form 4
Weingarten Tomer
DirectorPresident, CEO
Transactions
- Award
Class A Common Stock
[F1][F2][F3][F4]2026-03-23+39,405→ 1,046,682 total - Award
Class A Common Stock
[F2][F3][F5][F4]2026-03-23+102,416→ 1,149,098 total - Sale
Class A Common Stock
[F6][F4]2026-03-25$13.37/sh−72,523$969,633→ 1,076,575 total
Footnotes (6)
- [F1]The reported transaction represents the certification of achievement of the second tranche of a performance-based restricted stock unit award granted to the reporting person by the Issuer's compensation committee on March 15, 2024 (the "2024 PRSU Award").
- [F2]Vesting of each respective tranche of each PRSU Award (defined below) is based on the achievement of pre-determined corporate performance milestones for such PRSU Award and is subject to the reporting person's continued service through the certification date of achievement of the relevant tranche.
- [F3]On March 23, 2026 (the "Certification Date"), the Issuer's compensation committee certified achievement of the tranches of the PRSU Awards reported herein, resulting in one-fourth of each award becoming earned at 90.2% of the respective target amounts granted. The performance restricted stock units comprising the tranches so earned are fully vested and may be settled for shares of the Issuer's Class A common stock on the Certification Date.
- [F4]Certain of the shares are subject to forfeiture to the Issuer if underlying vesting conditions are not met.
- [F5]The reported transaction represents the certification of achievement of the first of four tranches of a performance-based restricted stock unit award granted to the reporting person by the Issuer's compensation committee on April 14, 2025 (the "2025 PRSU Award" and, together with the 2024 PRSU Award, the "PRSU Awards").
- [F6]The sale reported on this Form 4 represents an Issuer mandated sale by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of performance-based Restricted Stock Units, and it does not represent a discretionary trade by the Reporting Person. Pursuant to the Issuer's equity incentive plan, an award recipient's tax withholding obligations must be funded by a "sell to cover" transaction.
Signature
/s/ Keenan Conder, Attorney-in-Fact|2026-03-25