Palo Alto Networks CFO Dipak Golechha Vests PSUs and Withholds Shares for Taxes

Executive Summary

On November 1, 2026, Dipak Golechha, Executive Vice President and Chief Financial Officer of Palo Alto Networks Inc ($PANW), reported transactions resulting from the certification of performance-based restricted stock units (PSUs) originally granted on August 21, 2023.

Transaction Breakdown

1. Performance Unit Certification (Code A):

   • Shares Acquired: 132,101 shares of Common Stock at $0.00 per share.
   • Details: The Compensation and People Committee certified the achievement of performance conditions for the August 2023 PSU award.

2. Tax Withholding (Code F):

   • Shares Disposed: 69,389 shares of Common Stock at $365.87 per share.
   • Total Value: $25,387,351.43.
   • Details: Shares were withheld by the issuer automatically to satisfy tax withholding obligations upon PSU vesting.

3. Deferred Compensation / Phantom Stock (Table II):

   • Units Acquired: 132,093 shares of Phantom Stock.
   • Details: Golechha elected to defer these vested PSU shares pursuant to the company's Deferred Compensation Plan. Each unit of Phantom Stock represents the right to receive one share of Common Stock upon distribution.

Post-Transaction Holdings

Following these transactions, Golechha directly holds 180,462 shares of Common Stock and 272,503 shares of Phantom Stock through the Deferred Compensation Plan.

Market Sentiment & Significance

• Trading Significance: Low.
• The disposition represents nondiscretionary tax withholding (Code F) following a scheduled PSU performance certification rather than an open-market sale. Net equity exposure for the insider increased overall.