Form 4: SentinelOne Director Daniel Scheinman Awarded Restricted Stock Units

SentinelOne, Inc. Director Daniel Scheinman was awarded 12,522 restricted stock units, vesting based on service and specific corporate events, increasing his total beneficial ownership.

Summary

• Daniel Scheinman, a Director of SentinelOne, Inc. (S), was awarded 12,522 shares of Class A Common Stock in the form of Restricted Stock Units (RSUs) on June 25, 2025.
• These RSUs were granted at a price of $0 per share, indicating an equity award rather than a purchase.
• The awarded RSUs are subject to specific vesting conditions, including continued service to the Issuer, and will vest on the earliest of June 25, 2026, the date of the next annual meeting of stockholders, the reporting person's death or disability, or the occurrence of a change in control.
• Following this transaction, Daniel Scheinman beneficially owns a total of 90,179 shares of Class A Common Stock.
• His beneficial ownership comprises 62,029 shares held directly and 28,150 shares held indirectly through the Dan and Zoe Scheinman Family Trust, Dated 2/23/01.
• Certain shares, specifically the awarded RSUs, are subject to forfeiture to the Issuer if the underlying vesting conditions are not met.

Sentiment

Score: 7

Explanation: The award of restricted stock units to a director is a routine compensation event, aligning the director's interests with the company's long-term performance, which is generally viewed as a neutral to slightly positive development.

Positives

• The award of restricted stock units to a director aligns their long-term interests with those of the company's shareholders.
• The vesting schedule, tied to continued service and specific corporate events, incentivizes the director's sustained commitment to the company's performance.

Negatives

• The transaction represents an equity award rather than a direct cash purchase by the director, meaning there is no new capital inflow from the director's personal funds.

Risks

• The 12,522 restricted stock units awarded are subject to forfeiture if the specified vesting conditions, such as continued service to the Issuer, are not met.

Future Outlook

The future outlook for Daniel Scheinman's equity stake in SentinelOne is tied to the vesting of the awarded restricted stock units, which are contingent on his continued service to the company and the occurrence of specific corporate events such as the next annual meeting, his death, disability, or a change in control.

Industry Context

The award of restricted stock units to a non-employee director is a common and standard practice in the technology industry for executive and director compensation. This method is widely used to align the interests of directors with the long-term performance and shareholder value creation of the company.

Comparison to Industry Standards

• Restricted Stock Unit (RSU) awards are a prevalent form of equity compensation for non-employee directors in publicly traded technology companies, including those comparable to SentinelOne, Inc.
• The vesting conditions, which include time-based criteria (e.g., June 25, 2026), event-based triggers (e.g., next annual meeting, change in control), and personal circumstances (e.g., death, disability), are typical for such compensation programs.
• This compensation structure is consistent with global benchmarks for corporate governance and incentivization, aiming to foster long-term commitment and performance alignment without requiring an immediate cash outlay from the director.

Corporate Governance

Related Party Transactions

• The award of 12,522 restricted stock units to Daniel Scheinman, a Director of SentinelOne, Inc., constitutes a related party transaction.
• The indirect beneficial ownership of 28,150 shares by the Dan and Zoe Scheinman Family Trust, of which the Reporting Person is trustee and beneficiary, represents a related party holding.

Stakeholder Impact

• Shareholders: The award of RSUs, upon vesting, will result in a minor dilution of existing shares but is intended to align the director's incentives with long-term shareholder value creation.
• Employees: No direct impact on employees is mentioned in this filing.

Next Steps

• Continued service of Daniel Scheinman as a Director of SentinelOne, Inc.
• Vesting of the 12,522 restricted stock units on or after June 25, 2026, or upon the occurrence of other specified vesting conditions.
• Future annual meetings of SentinelOne, Inc. stockholders, which is a potential vesting trigger for the RSUs.

Key Dates

Recommendation

Keywords

SentinelOne, S, Form 4, SEC filing, insider transaction, restricted stock units, RSU, director compensation, equity award, Daniel Scheinman