Dipak Golechha - 18 Oct 2023 Form 4 Insider Report for Palo Alto Networks Inc (PANW)

Role: EVP, Chief Financial Officer
Signature: /s/ Elizabeth Villalobos, Attorney-in-Fact for Dipak Golechha
Issuer symbol: PANW
Transactions as of: 18 Oct 2023
Net transactions value: -$3,538,251
Form type: 4
Filing time: 23 Oct 2023, 17:41:03 UTC
Previous filing: 21 Sep 2023
Next filing: 13 Dec 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PANW	Common Stock	Award	$0	+28,192	+45%	$0.000000	90,649	18 Oct 2023	Direct	F1
transaction	PANW	Common Stock	Tax liability	$3,538,251	-13,978	-15%	$253.13	76,671	20 Oct 2023	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each share is represented by a performance-based restricted stock unit ("PSU"). The number of shares acquired represents the achievement of performance conditions, as certified by the Issuer's Compensation Committee on October 18, 2023, with respect to PSUs granted to the Reporting Person on August 20, 2021. The PSUs vest on October 20, 2023, subject to the Reporting Person continuing to be a Service Provider through that vesting date.
F2	This transaction is not a sale of shares by the Reporting Person. Instead, this represents shares that have been withheld by the Issuer to satisfy its income tax and withholding and remittance obligations in connection with the vesting and net settlement of the PSUs reported in the transaction line above.

Content

Each share is represented by a performance-based restricted stock unit ("PSU"). The number of shares acquired represents the achievement of performance conditions, as certified by the Issuer's Compensation Committee on October 18, 2023, with respect to PSUs granted to the Reporting Person on August 20, 2021. The PSUs vest on October 20, 2023, subject to the Reporting Person continuing to be a Service Provider through that vesting date.

This transaction is not a sale of shares by the Reporting Person. Instead, this represents shares that have been withheld by the Issuer to satisfy its income tax and withholding and remittance obligations in connection with the vesting and net settlement of the PSUs reported in the transaction line above.