Form 4: UiPath Director Karenann Terrell Receives Equity Grant as Part of Compensation

UiPath, Inc. Director Karenann K Terrell was granted 16,064 Restricted Stock Units (RSUs) as part of the company's non-employee director compensation policy.

Summary

• Karenann K Terrell, a Director of UiPath, Inc. (PATH), acquired 16,064 shares of Class A Common Stock on June 26, 2025.
• This acquisition was a grant of Restricted Stock Units (RSUs) with a price of $0.00 per share, made pursuant to the issuer's non-employee director compensation policy.
• Each RSU represents a contingent right to receive one share of UiPath's Class A Common Stock upon settlement.
• Following this transaction, Karenann K Terrell directly beneficially owns 81,117 shares of Class A Common Stock.
• The RSUs are scheduled to vest on the earlier of the date of the following year's annual meeting (or the date immediately prior to the next annual meeting if service ends due to non-re-election) or the first anniversary of the grant date, subject to continued service.

Sentiment

Score: 7

Explanation: The filing reports a routine equity grant to a non-employee director, which is a standard practice for aligning interests and is generally viewed positively as part of good corporate governance. It does not contain any negative or unexpected information.

Positives

• The grant of 16,064 Restricted Stock Units (RSUs) to Director Karenann K Terrell aligns her interests with those of shareholders, as her compensation is tied to the company's stock performance.
• This transaction is part of a standard non-employee director compensation policy, indicating a structured approach to governance and incentivization.

Negatives

• No specific negative information is contained within this routine SEC Form 4 filing.

Risks

• The vesting of the 16,064 Restricted Stock Units (RSUs) is contingent upon Karenann K Terrell's continued service as a director, meaning the RSUs could be forfeited if her service terminates before the vesting date.
• The value of the RSUs upon vesting is subject to the future market price of UiPath's Class A Common Stock, introducing market risk.

Future Outlook

The 16,064 Restricted Stock Units (RSUs) granted to Director Karenann K Terrell are scheduled to vest on the earlier of the date of the following year's annual meeting or the first anniversary of the grant date (June 26, 2026), contingent on her continued service.

Management Comments

• This grant was made pursuant to the issuer's non-employee director compensation policy.
• Each Annual Director RSU vests on the earlier of the date of the following year's annual meeting (or the date immediately prior to the next annual meeting, if the non-employee director's service as a director ends at such meeting due to the director's failure to be re-elected or the director not standing for re-election); or the first anniversary of the date of grant, in each case subject to the director's continued service through such vesting date.

Industry Context

This Form 4 filing reflects a standard practice in corporate governance where non-employee directors receive equity compensation, such as Restricted Stock Units (RSUs), to align their long-term interests with those of the company's shareholders. This is a common compensation structure across publicly traded companies, particularly in the technology sector where equity incentives are prevalent.

Comparison to Industry Standards

• The grant of Restricted Stock Units (RSUs) to non-employee directors is a widely adopted compensation practice across public companies, including those in the software and automation industry like UiPath.
• The vesting schedule, typically tied to continued service and annual milestones (like the next annual meeting or a one-year anniversary), is consistent with industry benchmarks for director equity awards.
• The $0.00 price for the RSU grant is standard, as RSUs represent a right to receive shares upon vesting, not a purchase.
• Comparable companies in the enterprise software or AI/automation space, such as Microsoft, Salesforce, or ServiceNow, also utilize similar equity-based compensation plans for their non-executive directors to foster long-term alignment.

Corporate Governance

Related Party Transactions

• The grant of 16,064 Restricted Stock Units (RSUs) to Karenann K Terrell, a director, is a transaction between the company and a related party, executed as part of the company's standard non-employee director compensation policy.

Stakeholder Impact

• Shareholders: The equity grant aligns the director's financial interests with those of the shareholders, potentially encouraging decisions that enhance long-term stock value.

Next Steps

• The 16,064 Restricted Stock Units (RSUs) granted to Karenann K Terrell will vest on the earlier of the date of the following year's annual meeting or the first anniversary of the grant date (June 26, 2026), subject to her continued service.

Key Dates

Recommendation

Keywords

UiPath, PATH, SEC Form 4, Insider Transaction, Restricted Stock Units, RSU, Director Compensation, Karenann Terrell, Equity Grant, Corporate Governance