ASAN insider files sale of 454,913 shares; July 2025 10b5-1 sales noted

Rhea-AI Filing Summary

Asana, Inc. (ASAN) submitted a Form 144 notifying the proposed sale of 454,913 shares of common stock through Morgan Stanley Smith Barney LLC with an aggregate market value of $6,528,001.55, and an approximate sale date of 10/08/2025. The shares were acquired as Founders Shares on 02/04/2009.

The filing also lists a series of prior Rule 10b5-1 sales attributed to Justin Rosenstein in July 2025, including several large daily dispositions (for example, 966,576 shares on 07/22/2025 and 729,228 shares on 07/23/2025) with disclosed gross proceeds for each sale. The notice includes the standard Rule 144 attestation that the seller is unaware of undisclosed material adverse information.

Positive

• Planned sale is properly disclosed under Rule 144 with broker identified (Morgan Stanley)
• Shares originated as Founders Shares (acquired 02/04/2009), showing a long-held position
• Prior 10b5-1 sales are documented for July 2025, indicating use of formal trading plans for liquidity

Negative

• Substantial insider disposals in July 2025 (e.g., 966,576 shares on 07/22/2025) could be viewed negatively by some investors
• Proposed sale of 454,913 shares (~$6.53M market value) may increase selling pressure if executed quickly

Insights

Insider Transaction Analyst

TL;DR: A founder-originated block sale is planned and recent 10b5-1 activity shows sustained insider liquidity in July 2025.

The filing reports a proposed sale of 454,913 Founders Shares scheduled around 10/08/2025 via Morgan Stanley. The shares were acquired on 02/04/2009, and the form provides the required Rule 144 notice and attestation.

Prior entries show multiple Rule 10b5-1 sales in July 2025, including trades of 966,576 and 729,228 shares on single days. Continued scheduled or plan-based sales can affect perceived insider confidence; monitor the completion date and any subsequent filings for volume or pricing details within the next weeks to months.

Corporate Governance Specialist

TL;DR: The filing is procedural but highlights concentrated insider selling under plan-based programs.

The notice confirms provenance of the shares as Founders Shares and includes the seller's representation about public disclosure of material information. Use of Rule 10b5-1 for prior July 2025 sales is explicitly documented for Justin Rosenstein.

Key governance items to watch are whether the planned sale completes on 10/08/2025 and whether further Form 4 or 144 filings follow; those filings will clarify actual executed volumes and timing within days to weeks after sale events.

FAQ

What did Asana (ASAN) disclose in the Form 144?

The form notifies a proposed sale of 454,913 common shares with an aggregate market value of $6,528,001.55, via Morgan Stanley Smith Barney LLC, approximately on 10/08/2025.

Who originally acquired the shares being sold?

The shares were acquired as Founders Shares on 02/04/2009 and the filing lists that acquisition date for the 454,913 shares.

Are there recent insider sales related to these shares?

Yes. The filing lists multiple Rule 10b5-1 sales by Justin Rosenstein in July 2025, including individual sales of 966,576 shares on 07/22/2025 and 729,228 shares on 07/23/2025, with gross proceeds reported for each sale.

What does the seller represent about material information?

By signing the notice the seller represents they do not know of any undisclosed material adverse information about the issuer as of the plan adoption or instruction date.

What broker will handle the proposed sale?

The filing names Morgan Stanley Smith Barney LLC (Executive Financial Services, 1 New York Plaza) as the broker for the proposed sale.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 10/08/2025 - 04:21 PM Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	454913	6528001.55	156685245	10/08/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	02/04/2009	Founders Shares	Issuer			454913	02/04/2009	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
10b5-1 Sales for JUSTIN ROSENSTEIN 633 Folsom Street, Suite 100 San Francisco CA 94107	Common	07/28/2025	517635	7783936.31
10b5-1 Sales for JUSTIN ROSENSTEIN 633 Folsom Street, Suite 100 San Francisco CA 94107	Common	07/25/2025	223894	3353305.22
10b5-1 Sales for JUSTIN ROSENSTEIN 633 Folsom Street, Suite 100 San Francisco CA 94107	Common	07/24/2025	115936	1743051.39
10b5-1 Sales for JUSTIN ROSENSTEIN 633 Folsom Street, Suite 100 San Francisco CA 94107	Common	07/23/2025	729228	10996831.16
10b5-1 Sales for JUSTIN ROSENSTEIN 633 Folsom Street, Suite 100 San Francisco CA 94107	Common	07/22/2025	966576	14536529.78
10b5-1 Sales for JUSTIN ROSENSTEIN 633 Folsom Street, Suite 100 San Francisco CA 94107	Common	07/21/2025	195131	2928194.33
10b5-1 Sales for JUSTIN ROSENSTEIN 633 Folsom Street, Suite 100 San Francisco CA 94107	Common	07/18/2025	226600	3396598.04
10b5-1 Sales for JUSTIN ROSENSTEIN 633 Folsom Street, Suite 100 San Francisco CA 94107	Common	07/10/2025	25000	373750.00

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)