Orenstein Gregory 4

What Happened

Gregory Orenstein, Chief Financial Officer and Treasurer of nCino, sold 10,562 shares on February 3, 2026 at $18.68 per share, resulting in gross proceeds of $197,319. The filing notes this was a "sale to cover" to satisfy tax withholding obligations tied to vesting restricted stock units (RSUs) and was mandated by the company’s equity incentive plan — not a discretionary trade.

Key Details

• Transaction date and price: 2026-02-03 — 10,562 shares sold at $18.68 each (total ≈ $197,319).
• Transaction type: Sale to satisfy tax withholding on vested RSUs (footnote F1).
• Footnote: Sales were mandated by the issuer’s equity plans to cover tax withholding and do not represent discretionary trading.
• Shares owned after the transaction: Not disclosed in the provided filing excerpt.
• Filing timeliness: Report filed Feb 5, 2026 for a Feb 3 transaction — appears to be filed within the typical 2-business-day Form 4 window (not late).

Context

"Sale-to-cover" transactions are common when RSUs vest; they are administrative actions to pay taxes rather than signals about insider sentiment. Retail investors typically weigh purchases and open-market buys more heavily than routine tax-withholding sales when assessing insider conviction.