Form 4: nCino CFO Gregory Orenstein Reports Stock Transactions

nCino CFO Gregory Orenstein acquired 274,599 restricted stock units and sold 14,650 shares to cover tax obligations.

Summary

• CFO and Treasurer Gregory Orenstein acquired 274,599 restricted stock units (RSUs) on May 1, 2026.
• The acquired RSUs vest in sixteen equal quarterly installments beginning August 1, 2026, contingent on continued employment.
• On May 4, 2026, the reporting person sold 14,650 shares of common stock at a price of $18.015 per share.
• The sale of shares was a mandatory transaction to satisfy tax withholding obligations related to the vesting of RSUs.
• Following these transactions, the reporting person holds 702,293 shares of nCino common stock.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event, as the transactions are routine administrative actions related to executive compensation and tax compliance.

Positives

• The acquisition of 274,599 RSUs indicates long-term alignment between the CFO and the company's performance.
• The sale of shares was non-discretionary and strictly for tax compliance purposes.

Negatives

• None identified; the transaction was routine and regulatory in nature.

Risks

• Vesting of the 274,599 RSUs is subject to the reporting person's continued employment with the issuer.

Future Outlook

The RSUs are scheduled to vest in sixteen equal quarterly installments starting August 1, 2026, provided the reporting person remains employed by nCino.

Management Comments

• The filing notes that the sale of shares was mandated by the Issuer's equity incentive plans to satisfy tax withholding obligations and does not represent a discretionary trade.

Industry Context

StockSavvy.ai notes that routine insider transactions involving tax-related 'sell-to-cover' events are standard practice for corporate executives and generally do not signal a change in management sentiment regarding company prospects.

Comparison to Industry Standards

• The use of 'sell-to-cover' transactions to satisfy tax obligations is a standard governance practice among publicly traded technology companies.
• The vesting schedule of sixteen quarterly installments is consistent with typical long-term incentive plans for C-suite executives in the SaaS industry.

Stakeholder Impact

• Minimal impact on shareholders as the transactions were non-discretionary and related to tax obligations.

Next Steps

• Vesting of the first installment of RSUs on August 1, 2026.

Key Dates

Keywords

nCino, NCNO, Form 4, Insider Trading, CFO, Equity Compensation, Restricted Stock Units