Cohen Ariel M. 4

What Happened

• Ariel M. Cohen, Chairperson and CEO of Navan, sold 151,007 shares on March 20, 2026 in a sell-to-cover transaction to satisfy tax withholding obligations tied to RSU vesting. The weighted-average price reported was $8.62 (sales occurred in multiple trades at $8.62–$8.67), with total proceeds of approximately $1,302,043. This sale was executed to cover taxes and was not a discretionary trade by the insider.

Key Details

• Transaction date: March 20, 2026; Form 4 filed March 24, 2026 (within the standard two-business-day reporting window).
• Transaction type: Sale (S); described as a "sell to cover" for tax withholding (not a voluntary/market-timing sale).
• Price: weighted average $8.62; reported trade prices ranged $8.62–$8.67.
• Proceeds: ~$1,302,043.
• Shares owned/coverage: The filing states the reporting person holds 866,193 RSUs (each a contingent right to one share upon vesting). The exact number of Navan shares owned after this sale is not specified in the provided summary.
• Footnotes: F1 — sale to satisfy tax withholding on RSU vesting; F2 — weighted average price and range; F3 — reference to 866,193 RSUs.
• Timeliness: Filed March 24, 2026 for the March 20 transaction (filed within typical SEC Form 4 timing requirements).

Context

• Sell-to-cover transactions are common when RSUs vest and taxes are due; they are administrative and generally not interpreted as a strong signal about the insider’s view of the company’s stock. Purchases by insiders tend to carry more weight for assessing insider sentiment.