Was the SentinelOne (S) Interim CFO’s 32,221-share sale a discretionary trade?

No, the 32,221-share sale at $13.37 per share was issuer-mandated to cover tax withholding from performance-based RSU vesting. The footnote states it was a required “sell to cover” under the company’s equity incentive plan, not a discretionary market trade.

What triggered the 92,662-share performance-based award for SentinelOne (S) Interim CFO?

The 92,662 shares came from the first tranche of a 2025 performance-based RSU award, certified on March 23, 2026 at 90.2% of the target amount. Vesting depended on predetermined corporate performance milestones and Padgett’s continued service through the certification date.

SentinelOne (S) interim CFO gets 92,662-share PRSU vest, sells 32,221 for taxes

Filing Impact

(Moderate)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

SentinelOne Interim CFO Barry L. Padgett reported routine equity compensation activity and a related tax sale. On the equity side, he acquired 92,662 shares of Class A common stock at no cost through the vesting and settlement of a performance-based restricted stock unit award, tied to the first of four tranches certified at 90.2% of target. To cover tax withholding obligations from this vesting, 32,221 shares were sold in an issuer-mandated “sell to cover” transaction at $13.37 per share, which the company notes was not a discretionary trade. After these transactions, Padgett directly holds 643,650 shares of SentinelOne Class A common stock.

Insights

Routine performance-based vesting with a non-discretionary tax sale.

SentinelOne Interim CFO Barry L. Padgett received 92,662 Class A shares via vesting of a performance-based RSU tranche certified at 90.2% of target. This reflects compensation tied to pre-set corporate milestones, not an open-market purchase.

The filing also shows 32,221 shares sold at $13.37 per share. Footnotes clarify this was an issuer-mandated “sell to cover” for tax withholding on the vested RSUs, rather than a discretionary sale.

Following these events, Padgett holds 643,650 shares directly. With no derivative positions reported in this filing and the sale limited to tax obligations, the transactions appear routine and compensation-driven rather than signaling a change in his economic exposure.

Insider Trade Summary

Net Seller: 32,221 shares ($430,795)

Net Sell 2 txns

Insider PADGETT BARRY L.

Role Interim CFO

Sold 32,221 shs ($431K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	32,221	$13.37	$431K
Grant/Award	Class A Common Stock	92,662	$0.00	--

Holdings After Transaction: Class A Common Stock — 643,650 shares (Direct)

Footnotes (1)

The reported transaction represents the certification of achievement of the first of four tranches of a performance-based restricted stock unit award granted to the reporting person by the Issuer's compensation committee on April 15, 2025 (the "2025 PRSU Award"). Vesting of each tranche of the 2025 PRSU Award is based on the achievement of pre-determined corporate performance milestones and is subject to the reporting person's continued service through the certification date of achievement of the relevant tranche. On March 23, 2026 (the "Certification Date"), the Issuer's compensation committee certified achievement of the first tranche of the 2025 PRSU Award, resulting in one-fourth of the 2025 PRSU Award becoming earned at 90.2% of the target amount granted. The performance restricted stock units comprising the first tranche of the 2025 PRSU Award so earned are fully vested and may be settled for shares of the Issuer's Class A common stock on the Certification Date. Certain of the shares are subject to forfeiture to the Issuer if underlying vesting conditions are not met. The sale reported on this Form 4 represents an Issuer mandated sale by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of performance-based Restricted Stock Units, and it does not represent a discretionary trade by the Reporting Person. Pursuant to the Issuer's equity incentive plan, an award recipient's tax withholding obligations must be funded by a "sell to cover" transaction.

Form 4 Insider Transactions: What Each Field Means →

03/25/2026 - 08:55 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

PADGETT BARRY L.

(Last)

(First)

(Middle)

C/O SENTINELONE, INC

444 CASTRO STREET, SUITE 400

(Street)

MOUNTAIN VIEW

CALIFORNIA

94041

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
SentinelOne, Inc. [ S ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Interim CFO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/23/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	03/23/2026		A⁽¹⁾⁽²⁾		92,662	A	$0	675,871⁽³⁾	D
Class A Common Stock	03/25/2026		S⁽⁴⁾		32,221	D	$13.37	643,650⁽³⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The reported transaction represents the certification of achievement of the first of four tranches of a performance-based restricted stock unit award granted to the reporting person by the Issuer's compensation committee on April 15, 2025 (the "2025 PRSU Award"). Vesting of each tranche of the 2025 PRSU Award is based on the achievement of pre-determined corporate performance milestones and is subject to the reporting person's continued service through the certification date of achievement of the relevant tranche.

2. On March 23, 2026 (the "Certification Date"), the Issuer's compensation committee certified achievement of the first tranche of the 2025 PRSU Award, resulting in one-fourth of the 2025 PRSU Award becoming earned at 90.2% of the target amount granted. The performance restricted stock units comprising the first tranche of the 2025 PRSU Award so earned are fully vested and may be settled for shares of the Issuer's Class A common stock on the Certification Date.

3. Certain of the shares are subject to forfeiture to the Issuer if underlying vesting conditions are not met.

4. The sale reported on this Form 4 represents an Issuer mandated sale by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of performance-based Restricted Stock Units, and it does not represent a discretionary trade by the Reporting Person. Pursuant to the Issuer's equity incentive plan, an award recipient's tax withholding obligations must be funded by a "sell to cover" transaction.

Remarks:

	/s/ Keenan Conder, Attorney-in-Fact	03/25/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did SentinelOne (S) Interim CFO Barry Padgett report?

Barry Padgett reported two transactions: a grant/vesting of 92,662 shares of SentinelOne Class A common stock at no cost, and an issuer-mandated sale of 32,221 shares at $13.37 per share to cover tax withholding obligations linked to that vesting.

How many SentinelOne (S) shares does Interim CFO Barry Padgett hold after these Form 4 transactions?

After the reported award vesting and tax-related sale, Barry Padgett directly holds 643,650 shares of SentinelOne Class A common stock. This figure reflects his position following the 92,662-share grant/vesting and the 32,221-share sale executed to satisfy tax withholding obligations.

Does the SentinelOne (S) Form 4 show any remaining derivative or option positions for the Interim CFO?

The Form 4’s derivative section is empty, indicating no derivative transactions or remaining derivative positions reported in this filing. The activity disclosed relates solely to performance-based restricted stock units converting into common shares and the associated tax-driven “sell to cover” sale.

How are the SentinelOne (S) performance-based RSUs structured for the Interim CFO?

The performance-based RSU award is divided into four tranches, each tied to predetermined corporate performance milestones. The first tranche, certified on March 23, 2026, vested at 90.2% of target and became fully vested units that could be settled into Class A common stock on the certification date.