0001477720TRUE00014777202026-02-262026-02-26
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
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Amendment No. 1 to
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 26, 2026
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Asana, Inc.
(Exact name of Registrant as Specified in Its Charter)
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| Delaware | 001-39495 | 26-3912448 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
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| 633 Folsom Street, | Suite 100 | |
| San Francisco, | CA | 94107 |
| (Address of Principal Executive Offices) | (Zip Code) |
(415) 525-3888
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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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 (see General Instructions A.2. below):
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☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ | 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:
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Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
Class A Common Stock, $0.00001 par
value | | ASAN | | New York Stock Exchange |
| | | | Long-Term Stock Exchange |
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. ☐
Explanatory Note
This Form 8-K/A amends and restates the Form 8-K reporting on Items 5.02 and 9.01 filed by Asana, Inc. on March 2, 2026. This Form 8-K/A is being filed solely to include the conformed signature of the signatory to the original Form 8-K, which was inadvertently omitted from the prior filing. No other modifications have been made to the original filing.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Resignation of Sonalee Parekh as Chief Financial Officer
On February 26, 2026, Ms. Sonalee Parekh tendered to the Board of Directors (the “Board”) of Asana, Inc. (the “Company”) her resignation as Chief Financial Officer of the Company, effective as of March 23, 2026 (the “Separation Date”). Ms. Parekh is expected to remain in her role as Chief Financial Officer through the Separation Date. There were no disagreements between Ms. Sonalee Parekh and the Company, and her departure is not related to the operations, policies, or practices of the Company or any issues regarding accounting policies or practices.
Appointment of Aziz Megji as Chief Financial Officer
The Board has appointed Mr. Aziz Megji, the Company’s current Head of Financial Planning & Analysis as Chief Financial Officer of the Company, effective as of March 24, 2026. Mr. Megji entered into a new employment offer letter with the Company (the “Offer Letter”) on February 27, 2026, which supersedes his prior offer letter as of the effective date of his appointment.
Mr. Megji, 44, has served as Head of Financial Planning & Analysis at Asana since December 2024, leading the company’s annual planning, budgeting, forecasting, and performance management processes, as well as overseeing the strategic finance, treasury, investor relations, corporate development, deal desk, and sales compensation functions. He partners closely with Asana’s CEO and Board on long-range planning, capital allocation, go-to-market strategy, and driving key growth initiatives. Prior to joining Asana, Mr. Megji served as Senior Vice President at RingCentral, Inc., a cloud-based communications SaaS company, from November 2022 to December 2024. Previously, Mr. Megji served as Senior Director of Corporate Development at Nvidia Corporation, a semiconductor company, from July 2020 to November 2022 and as Vice President of Corporate Development at Hewlett Packard Enterprise Company from December 2014 to July 2020. Mr. Megji holds a Bachelor of Science in Business Administration from Bucknell University.
Pursuant to the Offer Letter, Mr. Megji will receive an annual base salary of $600,000 and will be eligible to earn an initial annual target bonus of equal to 35% of his annual base salary. The actual annual bonus, if any, will be based on achievement of performance targets.
Subject to approval by the Compensation Committee of the Board, Mr. Megji will also receive an equity grant of restricted stock units with a total target grant date value of $4,200,000 (the “RSUs”) and an equity grant of performance-based restricted stock units with a total target grant date value of $1,800,000 (the “PSUs”). The number of RSUs and PSUs to be granted will be calculated based on the average closing price of our common stock on each trading day for the thirty days prior to the Effective Date and will be subject to the terms of the Company’s 2020 Equity Incentive Plan and the applicable award agreements that Mr. Megji will be required to sign as a condition of the grants.
The vesting commencement date of the RSUs will be on or around March 20, 2026. Subject to Mr. Megji’s continuous service with the Company through the vesting dates, once granted the RSUs will vest 1/12th every quarter over a three-year period.
The vesting commencement date of the PSUs will be the first day of the Company’s fiscal year ending January 31, 2027. The PSUs will be earned based on the achievement of performance goals over three one-year performance periods, subject to Mr. Megji’s continuous service through the applicable vesting dates. The specific PSU Grant date and the PSU performance goals, measurement criteria, and vesting terms applicable to the PSU Grant will be determined by the Board at a later date. Mr. Megji will be eligible to participate in the Company’s Executive Severance Plan.
The foregoing is a summary only and does not purport to be a complete description of all of the terms, provisions and agreements contained in the Offer Letter, and is subject to and qualified in its entirety by reference to the complete text of the Offer Letter, a copy of which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
There are no arrangements or understandings between Mr. Megji and any other persons pursuant to which he was appointed as Chief Financial Officer of the Company. There are no family relationships between Mr. Megji and any other director or executive officer of the Company and he has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K promulgated by the SEC.
The press release announcing Mr. Megji’s appointment as CFO is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No. | | Description |
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10.1 | | Offer Letter between Aziz Megji and the Registrant, dated February 27, 2026.
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| 99.1 | | Press Release, dated March 2, 2026, announcing the described CFO transition. |
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| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
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.
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| ASANA, INC. |
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Dated: March 2, 2026 | By: | /s/ Katie Colendich |
| | Katie Colendich |
| | General Counsel and Corporate Secretary |
Asana to Appoint Aziz Megji to the Role of Chief Financial Officer
March 2, 2026 – San Francisco, CA – Asana, Inc. (NYSE: ASAN)(LTSE: ASAN), the system of action where humans and AI run work together, will promote Aziz Megji to the role of Chief Financial Officer (CFO), effective March 24, 2026. Megji will succeed Sonalee Parekh, who has served as Asana’s CFO since 2024 and tendered her resignation effective March 23, 2026.
Megji brings his experience from his Head of Financial Planning & Analysis role where he led the company’s annual planning, budgeting, forecasting, and performance management processes, as well as overseeing the strategic finance, treasury, investor relations, corporate development, deal desk, and sales compensation functions. He partners closely with Asana’s CEO and Board on long-range planning, capital allocation, go-to-market strategy, and driving key growth initiatives. Prior to joining Asana in 2024, Megji held senior finance leadership roles at RingCentral, NVIDIA, and Hewlett Packard Enterprise.
“I’ve gotten to know Aziz well during my time at Asana, and he has proven himself to be a trusted partner and strong strategic leader,” said Dan Rogers, Chief Executive Officer of Asana. “He’s played a key role in shaping our financial strategy and strengthening our go-to-market execution as we’ve evolved into a multi-product company. Aziz is the right leader to serve as our next CFO, and I’m confident he will help drive our next chapter of growth in the Agentic Enterprise. I also want to thank Sonalee for her many contributions to Asana and her partnership. We wish her the very best in her next chapter.”
“I am honored to step into the CFO role at such an important time for Asana,” said Megji. “We have a strong foundation, meaningful opportunities ahead, and a clear strategy to drive sustainable growth and long-term shareholder value.. I’m deeply grateful to Sonalee for her leadership, partnership, and mentorship, and for the impact she has had on Asana.”
Forward-Looking Statements
This press release contains “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are based on management’s beliefs and assumptions and on information currently available to management. Forward-looking statements include, but are not limited to, statements about our CFO leadership transition, our strategy, our opportunities and our future operational and financial performance. Forward-looking statements generally relate to future events or Asana’s future financial or operating performance. Forward-looking statements include all statements that are not historical facts and in some cases can be identified by terms such as “anticipate,” “expect,” “intend,” “plan,” “believe,” “continue,” “could,” “potential,” “may,” “will,” “goal,” or similar expressions and the negatives of those terms. However, not all forward-looking statements contain these identifying words. Forward-looking statements involve known and unknown risks, uncertainties and other factors, including factors beyond Asana’s control, that may cause Asana’s actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. These risks include, but are not limited to, risks and uncertainties related to: Asana’s ability to achieve future growth and sustain its growth rate, Asana’s ability to attract and retain customers and increase sales to its customers,
Asana’s ability to develop and release new products and services and to scale its platform, including the successful integration of AI, Asana’s ability to increase adoption of its platform through Asana’s self-service model, Asana’s ability to maintain and grow its relationships with strategic partners, the highly competitive and rapidly evolving market in which Asana participates, Asana’s international expansion strategies, and broader macroeconomic conditions. Further information on risks that could cause actual results to differ materially from forecasted results are included in Asana’s filings with the SEC, including Asana’s Annual Report on Form 10-K for the year ended January 31, 2025 and subsequent filings with the SEC. Any forward-looking statements contained in this press release are based on assumptions that Asana believes to be reasonable as of this date. Except as required by law, Asana assumes no obligation to update these forward-looking statements, or to update the reasons if actual results differ materially from those anticipated in the forward-looking statements.
About Asana
Asana is the system of action where humans and AI run work together so individuals work smarter, teams move faster, and organizations deliver results. Powered by the Work Graph® data model, Asana provides the context and governance that enables AI to operate inside real workflows across teams, processes, and systems. More than 180,000 organizations are building the Agentic Enterprise with Asana—including Accenture, Amazon, Anthropic, and Suzuki—connecting strategy to execution and delivering complex work at scale. Learn more at asana.com.
Disclosure of Material Information
Asana announces material information to its investors using SEC filings, press releases, public conference calls, and on its investor relations page of Asana’s website at https://investors.asana.com. Asana uses these channels, as well as social media, including its X (formerly Twitter) account (@asana), its blog (blog.asana.com), its LinkedIn page (www.linkedin.com/company/asana), its Instagram account (@asana), its Facebook page (www.facebook.com/asana/), Threads profile (@asana) and TikTok account (@asana), to communicate with investors and the public about Asana, its products and services and other matters. Therefore, Asana encourages investors, the media and others interested in Asana to review the information it makes public in these locations, as such information could be deemed to be material information.
Contacts
Eva Leung
Asana Investor Relations
ir@asana.com
Frances Ward
Asana Corporate Communications
press@asana.com
