Chief Revenue Officer Seddik Sherif was granted 6,147 units of Ordinary Shares and covered exercise/tax liability with 2,306 units of Ordinary Shares, increasing direct ownership by 13% to 34,146 units (SEC Form 4) (for withholding tax)
$CHKP
Computer Software: Prepackaged Software
Technology
| FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
| |||||||||||||||
| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Issuer Name and Ticker or Trading Symbol
CHECK POINT SOFTWARE TECHNOLOGIES LTD [ CHKP ] | 5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| |||||||||||||||||||||||||
| 2a. Foreign Trading Symbol
| |||||||||||||||||||||||||||
| 3. Date of Earliest Transaction
(Month/Day/Year) 07/10/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line)
| ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed
(Month/Day/Year) |
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Ordinary Shares, NIS 0.01 Per Share | 07/10/2026 | A | 6,147(1) | A | $0 | 36,452 | D | |||
| Ordinary Shares, NIS 0.01 Per Share | 07/10/2026 | F | 1,536(2) | D | $131.7 | 34,916 | D | |||
| Ordinary Shares, NIS 0.01 Per Share | 07/10/2026 | F | 770(3) | D | $131.7 | 34,146(4) | D | |||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Explanation of Responses: |
| 1. Reflects the issuance to the Reporting Person on July 10, 2026 of 6,147 Ordinary Share of the Issuer upon vesting of the performance criteria of Performance Share Units (PSUs) granted to the Reporting Person on July 10, 2024. |
| 2. The shares reported as disposed represent Ordinary Shares withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting and settlement of the PSUs. The withholding of the Ordinary Shares was effected pursuant to the terms of the equity compensation plan and does not represent a discretionary sale by the Reporting Person. |
| 3. The shares reported as disposed represent Ordinary Shares withheld by the Issuer to satisfy tax withholding obligations in connection with the issuance of 3,083 Ordinary Shares upon vesting and settlement of Restricted Share Units (RSUs). The withholding of the Ordinary Shares was effected pursuant to the terms of the equity compensation plan and does not represent a discretionary sale by the Reporting Person. The Reporting Person previously reported on May 11, 2026 the ownership of such 3,083 RSUs granted to the Reporting Person on July 10, 2024. |
| 4. Includes 23,874 Restricted Share Units (RSUs) that are scheduled to vest as follows: 3,932 on September 4, 2026, 1,985 on May 10, 2027, 3,082 on July 10, 2027, 3,931 on September 4, 2027, 3,082 on July 10, 2028, 3,931 on September 4, 2028, 3,931 on September 4, 2029. Subject to the Reporting Person's continued service as a Service Provider of the Issuer on each vesting date. Each RSU represents the right to receive one Ordinary Share of the Issuer upon vesting and settlement. |
| /S/ Shira Yashar - Attorney-in-Fact | 07/13/2026 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
| * Form 4: SEC 1474 (03-26) | ||