VERINT SYSTEMS INC — Director's Dealing 2021

Apr 9, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VERINT SYSTEMS INC (VRNT)
CIK: 0001166388
Period of Report: 2021-04-06

Reporting Person: BODNER DAN (Director, Chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-04-06	Common Stock	A	99227	—	Acquired	976820	Direct
2021-04-07	Common Stock	S	62071	$46.36	Disposed	914749	Direct

Footnotes

F1: Represents the earned portion of a previously-granted PSU award for which the performance conditions for vesting were satisfied on April 6, 2021 based on the Company's level of achievement of specified performance goals for the period from February 1, 2019 through January 31, 2021 and the filing of the Company's Annual Report on Form 10-K for FYE 2021. Because this award was granted prior to the spin-off of Cognyte Software Ltd. by the Issuer on February 1, 2021, the number of shares underlying the award has been adjusted per the terms of the Employee Matters Agreement entered into in connection with the Company's separation transaction.

F2: The number of shares underlying unvested RSUs that were previously reported on Form 4 has been adjusted in connection with the closing of the spin-off of Cognyte Software Ltd. by the Issuer on February 1, 2021 and included in the total in Column 5.

F3: Amount sold to satisfy applicable tax withholding resulting from the vesting of previously disclosed restricted stock units vested on April 6, 2021, including those on line 1 of this Form 4.

F4: Represents the weighted average price for sales of the shares. The shares were sold at prices ranging from $45.89 to $47.23 per share.

F5: The reporting person will provide to the Securities and Exchange Commission staff, the issuer, or any security holder of the issuer, upon request, full information regarding the number of shares sold at each separate price.