Netskope Inc — Director's Dealing 2025

Sep 22, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Netskope Inc (NTSK)
CIK: 0002063196
Period of Report: 2025-09-18

Reporting Person: ICONIQ Strategic Partners VI, L.P. (10% Owner)
Reporting Person: ICONIQ Strategic Partners VI-B, L.P. (10% Owner)
Reporting Person: ICONIQ Strategic Partners VI Co-Invest, L.P. (Series NS) (10% Owner)
Reporting Person: ICONIQ Strategic Partners VI GP, L.P. (10% Owner)
Reporting Person: ICONIQ Strategic Partners VI TT GP, Ltd. (10% Owner)
Reporting Person: ICONIQ STRATEGIC PARTNERS II, L.P. (10% Owner)
Reporting Person: ICONIQ STRATEGIC PARTNERS II-B, L.P. (10% Owner)
Reporting Person: ICONIQ Strategic Partners II Co-Invest, L.P. (Series NS) (10% Owner)
Reporting Person: ICONIQ Strategic Partners II GP, L.P. (10% Owner)
Reporting Person: ICONIQ Strategic Partners II TT GP, Ltd (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2025-09-18	Common Stock	C	8127540	—	Acquired	8127540	Direct
2025-09-18	Common Stock	C	11976293	—	Acquired	11976293	Indirect
2025-09-18	Common Stock	C	18872434	—	Acquired	18872434	Indirect
2025-09-18	Common Stock	C	12874066	—	Acquired	12874066	Indirect
2025-09-18	Common Stock	C	10077800	—	Acquired	10077800	Indirect
2025-09-18	Common Stock	C	2339380	—	Acquired	2339380	Indirect
2025-09-19	Common Stock	J	8127540	—	Disposed	0	Direct
2025-09-19	Common Stock	J	11976293	—	Disposed	0	Indirect
2025-09-19	Common Stock	J	18872434	—	Disposed	0	Indirect
2025-09-19	Common Stock	J	12874066	—	Disposed	0	Indirect
2025-09-19	Common Stock	J	10077800	—	Disposed	0	Indirect
2025-09-19	Common Stock	J	2339380	—	Disposed	0	Indirect
2025-09-19	Class A Common Stock	C	10942956	—	Acquired	10942956	Indirect
2025-09-19	Class A Common Stock	C	8566130	—	Acquired	8566130	Indirect
2025-09-19	Class A Common Stock	C	1988473	—	Acquired	1988473	Indirect
2025-09-19	Class A Common Stock	P	295219	$19	Acquired	11238175	Indirect
2025-09-19	Class A Common Stock	P	231097	$19	Acquired	8797227	Indirect
2025-09-19	Class A Common Stock	P	595778	$19	Acquired	595778	Direct
2025-09-19	Class A Common Stock	P	877906	$19	Acquired	877906	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-09-18	Series H Convertible Preferred Stock	$	C	3262200	Disposed		Common Stock (3262200)	Direct
2025-09-18	Series H Convertible Preferred Stock	$	C	4806998	Disposed		Common Stock (4806998)	Indirect
2025-09-19	Class B Common Stock	$	J	8127540	Acquired		Class A Common Stock (8127540)	Direct
2025-09-19	Class B Common Stock	$	J	11976293	Acquired		Class A Common Stock (11976293)	Indirect
2025-09-19	Class B Common Stock	$	J	18872434	Acquired		Class A Common Stock (18872434)	Indirect
2025-09-19	Class B Common Stock	$	J	12874066	Acquired		Class A Common Stock (12874066)	Indirect
2025-09-19	Class B Common Stock	$	J	10077800	Acquired		Class A Common Stock (10077800)	Indirect
2025-09-19	Class B Common Stock	$	J	2339380	Acquired		Class A Common Stock (2339380)	Indirect
2025-09-19	Class B Common Stock	$	C	10942956	Disposed		Class A Common Stock (10942956)	Indirect
2025-09-19	Class B Common Stock	$	C	8566130	Disposed		Class A Common Stock (8566130)	Indirect
2025-09-19	Class B Common Stock	$	C	1988473	Disposed		Class A Common Stock (1988473)	Indirect

Footnotes

F1: Each share of Series A Convertible Preferred Stock, Series B Convertible Preferred Stock, Series C Convertible Preferred Stock, Series D Convertible Preferred Stock, Series E Convertible Preferred Stock, Series F Convertible Preferred Stock, Series G Convertible Preferred Stock converted into Common Stock on a one-to-one basis prior to the completion of the Issuer's initial public offering of Class A Common Stock (the "IPO") and had no expiration date.

F2: Pursuant to a reclassification exempt under Rule 16b-7, each share of Common Stock was reclassified into one share of Class B Common Stock immediately prior to the completion of the IPO.

F3: ICONIQ Strategic Partners II GP, L.P. ("ICONIQ GP II") is the sole general partner of ICONIQ Strategic Partners II, L.P., ICONIQ Strategic Partners II-B, L.P., and
ICONIQ Strategic Partners II Co-Invest, L.P. (Series NS). ICONIQ Strategic Partners II TT GP, Ltd. ("ICONIQ Parent GP II") is the sole general partner of ICONIQ GP
II. ICONIQ Strategic Partners VI GP, L.P. ("ICONIQ GP VI") is the sole general partner of ICONIQ Strategic Partners VI, L.P., ICONIQ Strategic Partners VI-B, L.P.
and ICONIQ Strategic Partners VI Co-Invest, L.P. (Series NS). ICONIQ Strategic Partners VI TT GP, Ltd. ("ICONIQ Parent GP VI") is the sole general partner of
ICONIQ GP VI.

F4: (continued) Divesh Makan and William J.G. Griffith are the sole equity holders of ICONIQ Parent GP II and Messrs. Makan, Griffith and Matthew Jacobson are the sole equity holders of ICONIQ Parent GP VI. Each of ICONIQ GP II, ICONIQ Parent GP II, ICONIQ GP VI, ICONIQ Parent GP VI and Messrs. Makan, Griffith and Jacobson disclaims beneficial ownership of the securities reported herein for purposes of Section 16 of the Exchange Act, except to the extent of its or his pecuniary interest therein, if any. This report shall not be deemed an admission that any of the Reporting Persons is a beneficial owner of such securities for the purpose of Section 16 of the Exchange Act, or for any other purpose.

F5: On September 19, 2025, ICONIQ Strategic Partners II, L.P., ICONIQ Strategic Partners II-B, L.P. and ICONIQ Strategic Partners II Co-Invest, L.P. (Series NS)
converted 10,942,956 shares, 8,566,130 shares and 1,988,473 shares, respectively, of the Issuer's Class B Common Stock into an equal number of shares of the Issuer's
Class A Common Stock.

F6: Each share of Class B Common Stock is convertible into one share of Class A Common Stock at the option of the holder.

F7: The shares of Class B Common Stock automatically convert to shares of Class A common stock on a 1:1 basis on or prior to September 19, 2035 as set forth in the
Issuer's amended and restated certificate of incorporation.