Form 4: Varonis CEO Gifts Shares to Spouse and Trust

Sentiment:

Insider Transaction Report 12 September 2025 6:43 PM

Varonis Systems CEO Yakov Faitelson reported gifting 54,735 shares of common stock to his spouse and an irrevocable trust.

Summary

Yakov Faitelson, CEO, President, and Chairman of Varonis Systems Inc., reported a gift of common stock.
On September 11, 2025, Faitelson gifted a total of 54,735 shares of common stock, comprising 31,928 shares to his spouse and 22,807 shares to an irrevocable trust for his children.
These transactions were executed under a Rule 10b5-1(c) plan, indicating a pre-arranged disposition.
Following the gift, Faitelson directly owns 1,680,528 shares, which includes 297 shares from the company's 2015 Employee Stock Purchase Plan.
His spouse now indirectly beneficially owns 36,869 shares.
An irrevocable trust holds 253,384 shares, though Faitelson has no reportable pecuniary interest in these shares.

Sentiment

Score: 5

Explanation: Neutral. The filing reports a pre-planned gift of shares by an executive, which is a routine personal financial management event and not indicative of company performance or strategic shifts.

Positives

The transaction was made under a Rule 10b5-1(c) plan, indicating pre-planned and orderly management of personal holdings by the executive.

Negatives

A disposition of 54,735 shares by a key executive, even for gifting purposes, reduces his direct ownership in the company.

Future Outlook

Industry Context

Stakeholder Impact

Shareholders: The direct ownership of a key executive has slightly decreased, but the shares remain within the family's broader beneficial ownership (spouse, trust). This is a routine personal financial planning event and not expected to have a material impact on shareholder value.

Key Dates

Date	Description
09/11/2025	Date of earliest transaction (gift of shares)
09/12/2025	Date of filing signature

Recommendation

hold

The filing details a pre-planned gift of shares by a key executive, which is a personal financial management event and does not provide new information regarding the company's operational performance or strategic direction to warrant a change in investment recommendation.

Keywords

Varonis Systems, VRNS, Yakov Faitelson, CEO, Insider Transaction, Form 4, Stock Gift, Beneficial Ownership, Rule 10b5-1

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