Jorge Garcia Martell - May 14, 2025 Form 4 Insider Report for OneSpan Inc. (OSPN)

Role
Chief Financial Officer
Signature
/s/ Lara Mataac, Attorney in Fact
Stock symbol
OSPN
Transactions as of
May 14, 2025
Transactions value $
-$50,844
Form type
4
Date filed
5/14/2025, 08:16 PM
Previous filing
Mar 7, 2025
Next filing
Aug 26, 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Martell Jorge Garcia Chief Financial Officer 1 MARINA PARK DRIVE, UNIT 1410, BOSTON /s/ Lara Mataac, Attorney in Fact 2025-05-14 0001943565

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OSPN Common Stock Options Exercise $0 +8.49K +8.4% $0.00 110K May 14, 2025 Direct F1
transaction OSPN Common Stock Tax liability -$40.1K -2.49K -2.28% $16.10 107K May 14, 2025 Direct
transaction OSPN Common Stock Options Exercise $0 +2.26K +2.11% $0.00 109K May 14, 2025 Direct F1
transaction OSPN Common Stock Tax liability -$10.7K -665 -0.61% $16.10 109K May 14, 2025 Direct

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 OSPN Restricted Stock Units Options Exercise $0 +8.49K +100% $0.00 17K May 14, 2025 Common Stock 8.49K Direct F1, F2
transaction OSPN Restricted Stock Unit Options Exercise $0 +2.26K +99.91% $0.00 4.53K May 14, 2025 Common Stock 2.26K Direct F1, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each restricted stock unit represents a contingent right to receive one share of OSPN common stock.
F2 On May 14, 2024, the reporting person was granted performance stock units (PSUs) that were eligible to be earned based upon the registrant's achievement of specified financial metrics for 2024. In February 2025, the registrant's Compensation Committee determined that the reporting person had earned 25,476 PSUs based on the 2024 financial metrics. On May 14, 2025, 8,492 of the earned PSUs vested. An additional one-third of the earned PSUs will vest on each of December 31, 2025 and December 31, 2026, assuming the reporting person continues to be employed by the registrant on each such date.
F3 The restricted stock units vest over three years starting on May 14, 2024, with one-third of the shares vesting on May 14, 2025 and one-sixth of the shares vesting every six months thereafter.