Amit Yoran - Aug 17, 2023 Form 4 Insider Report for Tenable Holdings, Inc. (TENB)

Role: President, CEO and Chairman, Director
Signature: /s/ David Bartholomew, Attorney-in-Fact
Stock symbol: TENB
Transactions as of: Aug 17, 2023
Transactions value $: -$213,268
Form type: 4
Date filed: 8/21/2023, 06:04 PM
Previous filing: Jul 28, 2023
Next filing: Aug 24, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	TENB	Common Stock	Options Exercise	$0	+10.7K	+4.28%	$0.00	261K	Aug 17, 2023	Direct
transaction	TENB	Common Stock	Sale	-$213K	-4.8K	-1.84%	$44.44	256K	Aug 18, 2023	Direct	F1
transaction	TENB	Common Stock	Options Exercise	$0	+14.6K	+5.69%	$0.00	270K	Aug 21, 2023	Direct
holding	TENB	Common Stock						170K	Aug 17, 2023	By Grantor Retained Annuity Trust	F2, F3
holding	TENB	Common Stock						335K	Aug 17, 2023	By Grantor Retained Annuity Trust	F4
holding	TENB	Common Stock						246K	Aug 17, 2023	By Trust	F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	TENB	Restricted Stock Units	Options Exercise	$0	-10.7K	-14.29%	$0.00	64.1K	Aug 17, 2023	Common Stock	10.7K		Direct	F6, F7
transaction	TENB	Restricted Stock Units	Options Exercise	$0	-14.6K	-33.33%	$0.00	29.1K	Aug 21, 2023	Common Stock	14.6K		Direct	F6, F8

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

Explanation of Responses:

Id	Content
F1	The sale reported on this Form 4 represents shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of restricted stock units. The sale occurred automatically to satisfy the tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the Reporting Person.
F2	On August 7, 2023, the Reporting Person contributed 9,935 shares from the Amit Yoran GRAT B directly to himself, Amit Yoran.
F3	The Trustee of the Amit Yoran GRAT B is Amit Yoran.
F4	The Trustee of the Amit Yoran GRAT A is Amit Yoran.
F5	The Trustees of the Amit Yoran 2020 Family Trust are Dov Yoran and David Redling.
F6	Each restricted stock unit ("RSU") represents a contingent right to receive one share of Issuer common stock.
F7	25% of the shares underlying the RSUs vested on February 17, 2022, with the remainder vesting in equal quarterly installments over 3 years, subject to the Reporting Person's continuous service with the Issuer as of the applicable vesting date, and subject to accelerated vesting in specified circumstances.
F8	25% of the shares underlying the RSUs vested on February 19, 2021, with the remainder vesting in equal quarterly installments over 3 years, subject to the Reporting Person's continuous service with the Issuer as of the applicable vesting date, and subject to accelerated vesting in specified circumstances.