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Form 8-K

sec.gov

8-K — Zscaler, Inc.

Accession: 0001713683-26-000193

Filed: 2026-09-24

Period: 2026-09-24

CIK: 0001713683

SIC: 7371 (SERVICES-COMPUTER PROGRAMMING SERVICES)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Documents

8-K — zs-20260924.htm (Primary)

EX-99.1 (zs-09242026_991.htm)

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8-K

8-K (Primary)

Filename: zs-20260924.htm · Sequence: 1

zs-20260924

FALSE000171368300017136832026-09-242026-09-24

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

___________________________________

FORM 8-K

___________________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported)

September 24, 2026

___________________________________

Zscaler, Inc.

(Exact name of registrant as specified in its charter)

___________________________________

Delaware

(State or other jurisdiction of incorporation or organization)

001-38413

(Commission File Number)

26-1173892

(I.R.S. Employer Identification Number)

120 Holger Way

San Jose, California 95134

(Address of principal executive offices and zip code)

(408) 533-0288

(Registrant's telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

___________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange of which registered

Common Stock, $0.001 Par Value ZS The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Zscaler, Inc. (the “Company”) is promoting Ross Tackett to be the Company’s Chief Revenue Officer effective October 1, 2026. Mr. Tackett will succeed Mike Rich, who will step down as an officer effective October 1, 2026, but will remain with the Company as a strategic advisor for a transition period through December 31, 2026. In connection with his departure, the Company expects Mr. Rich to receive certain severance benefits in accordance with the Company’s Change of Control and Severance Policy, which was filed as an exhibit to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on December 2, 2024.

A copy of the Company's press release announcing these matters is attached hereto as Exhibit 99.1.

The information in Exhibit 99.1 attached to this Form 8-K shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No. Description of Exhibit

99.1

Press release dated September 24, 2026

104 Cover page interactive data file (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Zscaler, Inc.

September 24, 2026 /s/ Kevin Rubin

Kevin Rubin

Chief Financial Officer

EX-99.1

EX-99.1

Filename: zs-09242026_991.htm · Sequence: 2

Document

Exhibit 99.1

Zscaler Appoints Ross Tackett as Chief Revenue Officer

Veteran leader and Head of Worldwide Sales promoted to lead global revenue operations and expand Zscaler platform adoption

SAN JOSE, Calif. — September 24, 2026 — Zscaler, Inc. (NASDAQ: ZS), the cybersecurity platform for the AI era, today announced the appointment of Ross Tackett as the company’s Chief Revenue Officer, effective October 1, 2026. In this role, Tackett will lead Zscaler’s global revenue operations, sales organization, strategic partner ecosystem, and go-to-market execution.

Tackett, who most recently served as Zscaler’s Head of Worldwide Sales, has been with the company for three years and brings more than three decades of technology sales leadership experience and a proven track record of scaling multi-billion-dollar enterprise go-to-market organizations, accelerating international expansion, and building high-performing revenue teams. He previously spent more than a decade in sales leadership roles at ServiceNow, and more than 16 years in sales leadership roles at Dell. Tackett succeeds Mike Rich who is stepping down as CRO for personal reasons. Rich will remain with Zscaler as a strategic advisor through December 31, 2026.

“Ross Tackett brings an exceptional combination of operational discipline, global scale, and customer-first leadership to this important role,” said Jay Chaudhry, CEO, Chairman, and Founder of Zscaler. “Having worked closely with Ross as Head of Worldwide Sales, I have seen firsthand his ability to inspire teams, execute at scale, and drive commercial expansion. His deep domain expertise and international experience throughout his career makes him the ideal leader to guide our global sales organization as enterprises urgently modernize their infrastructure with the Zero Trust Exchange and defend against AI-driven threats. I also want to express my gratitude to Mike Rich for his contributions and leadership, and for staying on to ensure a seamless transition.”

“Zscaler pioneered Zero Trust security and continues to set the benchmark for innovation in the AI era,” said Tackett. “Enterprises worldwide are retiring complex, vulnerable legacy firewall and VPN-based security in favor of Zero Trust architecture, and Zscaler is uniquely positioned as the platform of choice. I look forward to continuing to work closely with Jay, our executive leadership, and our world-class sales organization to scale our global commercial engine and deliver tangible, transformative business outcomes for our customers.”

“Leading Zscaler’s sales organization has been an incredible privilege and I am proud of the milestones our global team has achieved together,” said Rich. “Having partnered side-by-side with Ross, I know our go-to-market team is in outstanding hands. His promotion reflects the strength of our leadership bench, and I look forward to actively supporting him and the company through the end of the year to ensure sustained momentum.”

About Zscaler

Zscaler (NASDAQ: ZS) accelerates digital transformation so customers can be more agile, efficient, resilient, and secure. The Zscaler Zero Trust Exchange™ platform protects thousands of customers from cyberattacks and data loss by securely connecting users, devices, and applications in any location. Distributed across 200+ public data centers globally and thousands of private sites at the edge, the SASE-based Zero Trust Exchange is the world’s largest in-line cloud security platform.

Forward-Looking Statements

This press release contains forward-looking statements that are based on our management's beliefs and assumptions and on information currently available to our management. These forward-looking statements include, but not limited to, statements regarding our leadership transition, plans, beliefs, and expectations, operational continuity,

Exhibit 99.1

market opportunities, and strategic growth trajectories. These forward-looking statements are subject to the safe harbor provisions created by the Private Securities Litigation Reform Act of 1995.

There are a significant number of factors that could cause actual results to differ materially from statements made in this press release, including but not limited to, our ability to successfully manage the transition, our ability to maintain key relationships with existing customers and prospects, our ability to retain our existing and hire new go-to-market personnel, and our ability to continue to capitalize on our account centric sales motion. Additional risks and uncertainties are included under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” set forth from time to time in our filings and reports with the Securities and Exchange Commission ("SEC"), including our Annual Report on Form 10-K for the fiscal year ended July 31, 2026, filed on September 3, 2026, as well as future filings and reports by us, copies of which are available on our website at ir.zscaler.com and on the SEC’s website at www.sec.gov. Any forward-looking statements in this release are based on the limited information currently available to Zscaler as of the date hereof, which is subject to change, and Zscaler will not necessarily update the information, even if new information becomes available in the future.

Media Contacts

Nick Gonzalez, Director of Public Relations, press@zscaler.com

Investor Relations Contacts

Kim Watkins, SVP, Investor Relations & Strategic Finance, ir@zscaler.com

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