Form 4: SentinelOne Director Mark Peek Receives Significant Equity Awards

Sentiment:

Insider Transaction Report


SentinelOne, Inc. Director Mark S. Peek was granted 16,696 shares of Class A Common Stock through deferred restricted stock units (DSUs) and restricted stock units (RSUs) on June 25, 2025, as part of his compensation.

Summary

  • Mark S. Peek, a Director of SentinelOne, Inc. (S), was granted equity awards on June 25, 2025.
  • He received 4,174 deferred restricted stock units (DSUs) which represent a contingent right to receive one share of Class A Common Stock each.
  • These DSUs will vest time-based, with 25% vesting on September 15, December 15, and March 15, and the final quarterly installment vesting on the earliest of the next annual meeting, the date prior to the next annual meeting if service ends, or June 15, 2026, subject to continued service.
  • He also received 12,522 restricted stock units (RSUs) which will vest and settle for Class A Common Stock on the earliest of June 25, 2026, the next annual meeting (or date prior if service ends), death, disability, or a change in control, subject to continued service.
  • Following these transactions, Mr. Peek directly beneficially owns 65,609 shares of Class A Common Stock.
  • Additionally, Mr. Peek indirectly beneficially owns 80,000 shares of Class A Common Stock through a trust.
  • The awards were granted at a price of $0, indicating they are compensation-related grants.

Sentiment

Score: 6

Explanation: Slightly positive, as it indicates continued alignment of a director's interests with the company's performance through equity compensation, which is a standard and generally positive corporate governance practice.

Positives

  • The granting of equity awards to a director aligns their interests with those of the shareholders, encouraging long-term commitment and performance.
  • The awards are part of a structured Non-Employee Director Compensation Program, indicating a clear governance framework for executive and director remuneration.

Risks

  • The shares acquired through DSUs and RSUs are subject to forfeiture if the underlying vesting conditions, primarily continued service to the Issuer, are not met.

Future Outlook

The document details future vesting schedules for the granted equity awards, with DSUs vesting quarterly through June 15, 2026, and RSUs vesting by June 25, 2026, or earlier upon specific events like the next annual meeting, death, disability, or a change in control.

Industry Context

This Form 4 filing is a routine disclosure of an insider transaction, specifically the grant of equity compensation to a non-employee director. Such grants are common practice across industries to incentivize directors and align their financial interests with long-term shareholder value.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Compensation Program ReferenceThe equity awards were granted pursuant to the Issuer's Non-Employee Director Compensation Program (the 'Program'), indicating a formal structure for director remuneration.06/25/2025Reinforces structured and transparent director compensation practices, aligning director incentives with company performance.

Related Party Transactions

  • The equity awards granted to Director Mark S. Peek are considered related-party transactions as they involve compensation from the company to a member of its board of directors.

Stakeholder Impact

  • Shareholders: The equity awards align the director's financial interests with shareholder value, potentially encouraging decisions that benefit long-term stock performance.
  • Employees: No direct impact on employees is indicated by this filing.

Next Steps

  • Vesting of 25% of DSUs on September 15, 2025.
  • Vesting of 25% of DSUs on December 15, 2025.
  • Vesting of 25% of DSUs on March 15, 2026.
  • Final quarterly installment vesting of DSUs on the earliest of the next annual meeting, the date prior to the next annual meeting if service ends, or June 15, 2026.
  • Vesting and settlement of RSUs on the earliest of June 25, 2026, the next annual meeting (or date prior if service ends), death, disability, or a change in control.

Key Dates

DateDescription
06/25/2025Date of transaction for the acquisition of Deferred Restricted Stock Units (DSUs) and Restricted Stock Units (RSUs).
06/27/2025Date the Form 4 was signed by the Attorney-in-Fact.
09/15/2025First quarterly vesting date for 25% of the Deferred Restricted Stock Units (DSUs).
12/15/2025Second quarterly vesting date for 25% of the Deferred Restricted Stock Units (DSUs).
03/15/2026Third quarterly vesting date for 25% of the Deferred Restricted Stock Units (DSUs).
06/15/2026Latest possible final quarterly vesting date for Deferred Restricted Stock Units (DSUs).
06/25/2026Latest possible vesting and settlement date for Restricted Stock Units (RSUs).

Keywords

SentinelOne, S, Form 4, SEC filing, insider transaction, equity award, DSU, RSU, director compensation, stock ownership, Mark S. Peek

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