Lee Klarich plans PANW Class A share sale in new Form 144 filing disclosure

Rhea-AI Filing Summary

Lee Klarich has filed a Form 144 notice to sell Class A Common shares of the issuer. The filing covers 120768 shares to be sold through Goldman Sachs & Co. LLC on or about 01/08/2026 on the NASD market, against 697000000 Class A Common shares outstanding.

The shares to be sold were acquired as compensation, including 92010 shares from stock options exercised on 10/20/2018 through a cashless, same-day sale and 28758 shares from restricted stock units granted on 10/20/2020. The notice also lists several prior Class A Common sales by Lee Klarich over the past three months in 2025, with individual transactions of 92010 and 28764 shares generating multi-million dollar gross proceeds.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A Common	Goldman Sachs & Co. LLC 200 West Street New York NY 10282	120768	23042534.4	697000000	01/08/2026	NASD

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A Common	10/20/2018	Acquired as compensation -- Stock Options	Issuer			92010	10/20/2018	Compensation -- Cashless exercise / same-day sale
Class A Common	10/20/2020	Acquired as compensation -- Restricted Stock Units	Issuer			28758	10/20/2020	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Lee Klarich 3000 Tannery Way Santa Clara CA 95054	Class A Common	12/03/2025	92010	17657169.85
Lee Klarich 3000 Tannery Way Santa Clara CA 95054	Class A Common	11/03/2025	28764	6268946.97
Lee Klarich 3000 Tannery Way Santa Clara CA 95054	Class A Common	12/03/2025	28764	5520047.46
Lee Klarich 3000 Tannery Way Santa Clara CA 95054	Class A Common	11/03/2025	92010	20053036.64
Lee Klarich 3000 Tannery Way Santa Clara CA 95054	Class A Common	10/06/2025	28764	6095569.08
Lee Klarich 3000 Tannery Way Santa Clara CA 95054	Class A Common	10/06/2025	92010	19499191.65

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the PANW Form 144 filing by Lee Klarich disclose?

The Form 144 filing discloses that Lee Klarich intends to sell 120768 shares of Class A Common stock of the issuer. The planned sale is to be executed through Goldman Sachs & Co. LLC on or about 01/08/2026 on the NASD market.

How many PANW Class A shares are planned for sale and what is their market value?

The notice covers 120768 Class A Common shares with an indicated aggregate market value of 23042534.4. The filing also states that there are 697000000 Class A Common shares outstanding.

How did Lee Klarich acquire the PANW shares listed for sale in the Form 144?

The filing states that the Class A Common shares were acquired as compensation. This includes 92010 shares from stock options acquired on 10/20/2018 via a cashless exercise/same-day sale, and 28758 shares from restricted stock units acquired on 10/20/2020.

What prior PANW share sales by Lee Klarich are disclosed in the Form 144?

The document lists multiple prior sales of Class A Common by Lee Klarich in the last three months of 2025. These include transactions on 10/06/2025, 11/03/2025, and 12/03/2025 with individual amounts such as 92010 shares and 28764 shares, each generating multi-million dollar gross proceeds.

Who is the broker for the planned PANW share sale in the Form 144?

The planned sale of 120768 Class A Common shares is to be executed through Goldman Sachs & Co. LLC, located at 200 West Street, New York, NY 10282, according to the filing.

What representation does the seller make in signing the Form 144?

By signing the notice, the seller represents that they do not know any material adverse information about the issuer’s current or prospective operations that has not been publicly disclosed. The form also warns that intentional misstatements or omissions constitute Federal Criminal Violations under 18 U.S.C. 1001.