[Form 4] Asana, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Asana, Inc. (ASAN) – Form 4 insider transaction: President, CEO, Chair and co-founder Dustin A. Moskovitz disclosed the open-market purchase of 450,000 Class A shares over two sessions.

• July 1 2025: 225,000 shares at a volume-weighted average price of $13.5838.
• July 2 2025: 225,000 shares at a volume-weighted average price of $13.6065.

Total cash outlay is roughly $6.12 million. The purchases were executed under a Rule 10b5-1 trading plan adopted on Sept 5 2024, indicating they were pre-scheduled and not reactive to near-term information.

After the transactions, Moskovitz directly owns 51,936,191 Class A shares and indirectly controls 4,147,046 additional shares through a trust, for an aggregate beneficial interest of about 56.1 million shares. No derivative securities were reported.

Large, recurring insider buying by a founder-CEO who already holds a double-digit ownership stake can signal long-term confidence and may be interpreted positively by investors. However, because the trades are under a pre-arranged plan, the signaling effect is somewhat muted compared with discretionary purchases.

Positive

• $6.1 million open-market purchase by founder-CEO indicates ongoing commitment and perceived undervaluation.
• Transaction increases direct holdings to 51.9 million shares, reinforcing alignment with shareholders.
• Executed under a Rule 10b5-1 plan, demonstrating compliance with SEC insider-trading safeguards.

Negative

• None.

Insights

Financial Analyst

TL;DR: Founder-CEO spends $6 m on 450k ASAN shares; boosts stake to 56 m shares, reinforcing long-term confidence; positive but pre-planned.

Moskovitz’s sizeable purchase equals roughly 0.24 % of Asana’s 187 m basic shares, but adds to an already dominant position. Buying at ~$13.6 suggests the insider views the stock as undervalued relative to growth prospects. Because cash was deployed in the open market—not via option exercise—the transaction imposes no dilution. While the 10b5-1 structure slightly tempers signaling strength, continuous accumulation by the founder often resonates with long-term holders and can support share price sentiment.

Corporate Governance Expert

TL;DR: Pre-scheduled insider buy reflects governance best practices and sends a constructive message without breaching trading-window rules.

The use of a 10b5-1 plan shows adherence to recent SEC guidance, helping shield both Moskovitz and Asana from allegations of informational advantage. From a governance lens, transparent reporting and significant skin-in-the-game align management incentives with minority shareholders. The transaction is therefore impactful and viewed favorably, though its predictive power for near-term performance remains limited.

SEC Form 4

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

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

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^*

Moskovitz Dustin A.

(Last) (First) (Middle)

C/O ASANA, INC.

633 FOLSOM STREET, SUITE 100

(Street)

SAN FRANCISCO CA 94107

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Asana, Inc. [ ASAN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	President, CEO, & Chair

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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
Class A Common Stock	07/01/2025		P(1)		225,000	A	$13.5838(2)	51,711,191	D
Class A Common Stock	07/02/2025		P(1)		225,000	A	$13.6065(3)	51,936,191	D
Class A Common Stock								4,147,046	I	See footnote(4)

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. The purchases reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan, adopted September 5, 2024.

2. The reported price in Column 4 is a weighted average purchase price. These shares were purchased in multiple transactions at prices ranging from $13.19 to $13.78 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

3. The reported price in Column 4 is a weighted average purchase price. These shares were purchased in multiple transactions at prices ranging from $13.48 to $13.74 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.

4. The shares are held of record by Dustin A. Moskovitz TTEE Dustin A. Moskovitz Trust DTD 12/27/05.

Remarks:

	/s/ Katie Colendich, Attorney-in-Fact	07/03/2025
	** 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.

FAQ

How many Asana (ASAN) shares did Dustin Moskovitz buy in July 2025?

He purchased 450,000 Class A shares over two days (225k on 7/1 and 225k on 7/2).

What was the average price paid for the ASAN insider purchases?

Weighted averages were $13.5838 on 7/1/25 and $13.6065 on 7/2/25.

Does Moskovitz still own more than 10% of Asana after the transactions?

Yes. He now directly holds 51,936,191 shares and indirectly 4,147,046, far exceeding the 10% threshold.

Were the ASAN insider buys discretionary or under a 10b5-1 plan?

They were executed under a Rule 10b5-1 trading plan adopted on September 5 2024.

What is the significance of insider buying for Asana investors?

Sizeable open-market purchases by a founder-CEO can be interpreted as a sign of long-term confidence in the company’s prospects.