Form 4: SentinelOne CLO Sells Shares for Tax Obligations

SentinelOne's Chief Legal Officer, Keenan Michael Conder, sold 5,871 shares of Class A Common Stock to cover tax withholding obligations related to RSU vesting.

Summary

• Keenan Michael Conder, Chief Legal Officer & Secretary of SentinelOne, Inc. (S), reported a sale of company stock.
• The transaction involved the disposition of 5,871 shares of Class A Common Stock on November 6, 2025.
• The shares were sold at a weighted average price of $16.5601 per share, with individual sales ranging from $16.56 to $16.58.
• This sale was mandated by the Issuer to cover tax withholding obligations associated with the vesting and settlement of Restricted Stock Units (RSUs).
• The transaction was not a discretionary trade by Mr. Conder.
• Following this transaction, Mr. Conder beneficially owns 573,536 shares of Class A Common Stock.
• The transaction was made pursuant to a contract, instruction, or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Sentiment

Score: 5

Explanation: The sentiment is neutral as the transaction is a non-discretionary 'sell to cover' for tax purposes, which is a routine event for executives receiving equity compensation and does not reflect a change in management's outlook or a strategic move.

Risks

• Certain beneficially owned shares are subject to forfeiture to the Issuer if underlying vesting conditions are not met.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.

Management Comments

• The sale represents an Issuer mandated sale by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of Restricted Stock Units.
• The sale 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.

Industry Context

Insider transactions, particularly 'sell to cover' sales for tax obligations related to RSU vesting, are common occurrences for executives in publicly traded companies across all industries. These are generally not indicative of management's sentiment towards the company's future prospects but rather a routine part of executive compensation and tax planning.

Corporate Governance

Related Party Transactions

• The sale is directly related to the reporting person's compensation as an officer of SentinelOne, specifically the vesting of Restricted Stock Units.

Stakeholder Impact

• Shareholders: Minimal direct impact as this is a routine, non-discretionary tax-related sale and not indicative of a change in the executive's confidence in the company.
• Employees: No direct impact mentioned.

Key Dates

Keywords

SentinelOne, S, Form 4, Insider Transaction, Stock Sale, Tax Withholding, RSU Vesting, Executive Compensation, Rule 10b5-1