Form 4: SentinelOne CEO Sells Shares Under 10b5-1 Plan

SentinelOne CEO Tomer Weingarten sold Class A common stock totaling 90,100 shares, including sales under a Rule 10b5-1 plan and for tax withholding obligations.

Summary

• Tomer Weingarten, President, CEO, and Director of SentinelOne, Inc., reported transactions on November 6, 2025.
• Converted 57,941 shares of Class B common stock to Class A common stock.
• Sold 57,941 shares of Class A common stock at a weighted average price of $16.4135, pursuant to a Rule 10b5-1 trading plan adopted on June 3, 2025.
• Sold an additional 32,159 shares of Class A common stock at a weighted average price of $16.5602 to cover tax withholding obligations related to the vesting and settlement of Restricted Stock Units (RSUs), which was an Issuer-mandated 'sell to cover' transaction.
• Following these transactions, Weingarten directly beneficially owns 1,251,780 shares of Class A common stock and 4,150,563 shares of Class B common stock.
• An additional 423,629 shares of Class B common stock are held indirectly by an irrevocable trust.

Sentiment

Score: 5

Explanation: The filing reports routine insider transactions, including sales under a pre-arranged 10b5-1 plan and for tax withholding. These are generally neutral events and do not indicate a significant positive or negative shift in company fundamentals or management's view.

Positives

• The sales were pre-planned under a Rule 10b5-1 trading plan, indicating a structured approach to liquidity rather than an immediate reaction to market conditions.
• A portion of the sales was non-discretionary, mandated by the Issuer to cover tax withholding obligations on RSU vesting, which is a standard practice.

Negatives

• The CEO sold a total of 90,100 shares of Class A common stock, reducing his direct beneficial ownership.

Future Outlook

NA

Industry Context

Insider sales, particularly those executed under pre-arranged 10b5-1 plans or for tax obligations, are common in the technology sector, especially for executives of high-growth companies where equity compensation forms a significant part of their remuneration. These transactions typically do not reflect a change in the company's fundamental outlook but rather personal financial planning or tax management.

Related Party Transactions

• 423,629 shares of Class B common stock are held indirectly by an irrevocable trust over whose trustee the reporting person may exercise remove and replace powers. The reporting person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein, if any.

Stakeholder Impact

• Shareholders may observe a slight reduction in the CEO's direct beneficial ownership, but the nature of the sales (10b5-1 plan and tax withholding) suggests minimal impact on confidence.
• Employees holding RSUs may see this as a standard practice for managing equity compensation and tax obligations.

Key Dates

Recommendation

The Form 4 details routine insider transactions by the CEO, including sales under a pre-arranged 10b5-1 plan and for tax obligations related to RSU vesting. These are not discretionary sales driven by a change in outlook and are common for executives. Therefore, this filing alone does not provide a basis for a change in investment recommendation; a 'hold' stance remains appropriate, pending further fundamental analysis.

Keywords

SentinelOne, S, Tomer Weingarten, Insider Sale, Form 4, 10b5-1 Plan, Stock Sale, CEO, Class A Common Stock, Class B Common Stock, Tax Withholding, RSU Vesting