Form 4: Five9 President Sells Shares for Tax Obligations

Five9, Inc.'s President, Andy Dignan, sold a total of 8,314 shares of common stock in early September 2025, primarily to cover tax withholding obligations related to restricted stock unit vesting.

Summary

• Andy Dignan, President of Five9, Inc., reported sales of common stock on September 4 and September 5, 2025.
• On September 4, 2025, 3,402 shares were sold at a weighted average price of $25.72.
• Also on September 4, 2025, 4,212 shares were sold at a weighted average price of $25.28.
• On September 5, 2025, 700 shares were sold at a weighted average price of $26.48.
• The total number of shares sold across these transactions is 8,314.
• Following these transactions, Andy Dignan beneficially owns 217,425 shares of Five9, Inc. common stock.
• The sales were primarily to cover tax withholding obligations associated with the vesting and settlement of restricted stock units.
• The sales of 4,212 and 700 shares were executed under a Rule 10b5-1 trading plan adopted on December 10, 2024.

Sentiment

Score: 5

Explanation: Neutral. The transactions are routine, non-discretionary sales for tax purposes or under a pre-arranged plan, which do not indicate a change in management's outlook on the company's prospects.

Positives

• The sales were non-discretionary or pre-arranged under a 10b5-1 plan, indicating a structured approach rather than a sudden change in sentiment.

Negatives

• The sales represent a reduction in the President's direct beneficial ownership of the company's common stock.

Future Outlook

NA

Management Comments

• The sale reported on this form represents a Five9, Inc. mandated sale by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of restricted stock units, and it does not represent a discretionary trade by the Reporting Person.
• The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 10, 2024.
• The reported sales were to cover taxes upon the vesting of restricted stock units.

Industry Context

This filing is a routine insider transaction report and does not directly reflect broader industry trends. Sales to cover tax obligations upon RSU vesting are common practice across industries for executives receiving equity compensation.

Comparison to Industry Standards

• Sales by executives to cover tax obligations upon the vesting of restricted stock units are a standard practice in publicly traded companies, particularly in the technology sector.
• The use of a Rule 10b5-1 plan for some of these sales aligns with best practices for insider trading compliance, demonstrating a pre-planned, non-discretionary approach to managing equity compensation.

Stakeholder Impact

• Shareholders: A slight reduction in direct insider ownership, but the nature of the sales (tax-related, 10b5-1 plan) suggests no negative implications for company fundamentals or future performance.
• Employees: No direct impact beyond the general practice of RSU vesting and associated tax obligations.

Key Dates

Recommendation

The reported transactions are routine, non-discretionary sales by an executive to cover tax obligations arising from the vesting of restricted stock units, or executed under a pre-arranged 10b5-1 trading plan. Such sales are common and do not typically signal a change in the company's fundamental outlook or the executive's confidence. Therefore, this filing alone does not warrant a change in investment recommendation; a 'hold' stance is appropriate, pending further fundamental analysis.

Keywords

Five9, FIVN, Andy Dignan, Insider Trading, Form 4, Stock Sale, Restricted Stock Units, RSU, Tax Withholding, Rule 10b5-1 Plan