Asana director receives 1,335-share stock grant

Asana, Inc. director Matt Cohler reported a stock-based compensation grant rather than an open-market trade.

Rhea-AI Filing Summary

Asana, Inc. director Matt Cohler reported a stock-based compensation grant rather than an open-market trade. He acquired 1,335 shares of Class A Common Stock at a stated price of $0.00 per share as a grant or award. Footnotes explain he elected to receive Class A shares instead of cash fees for the quarter ended April 30, 2026, with the number of shares based on the closing share price on April 30, 2026. Additional footnotes state he also received Restricted Stock Units that vest 100% on the earlier of June 16, 2026 or the next annual stockholder meeting, provided he continues to serve as a director.

Insider Trade Summary

Grant/Award: 1,335 shares

Grant/Award 3 txns

Insider Cohler Matt

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Class A Common Stock	1,335	$0.00	$0.00
holding	Class A Common Stock	--	--	--
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 354,273 shares (Direct); Class A Common Stock — 236,921 shares (Indirect, See footnote)

Footnotes (3)

1. F1. These shares represent the Class A Common Stock that the Reporting Person elected to receive in lieu of cash compensation under the Issuer's Non-Employee Director Compensation Policy for the quarter ended April 30, 2026. The number of shares of Class A Common Stock received in lieu of cash was calculated based on the closing price of a share of Class A Common Stock on April 30, 2026.
2. F2. Represents the grant of Restricted Stock Units (RSUs). Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. 100% of the RSUs will vest on the earlier of June 16, 2026 or the day of the next annual meeting of the stockholders, subject to the Reporting Person's continuous service through such date.
3. F3. Shares held by Matthew Cohler's irrevocable trust entity.

Key Figures

Stock grant: 1,335 shares Grant price: $0.00 per share Indirect holdings: 236,921 shares +4 more

7 metrics

Stock grant 1,335 shares Class A Common Stock granted as compensation at $0.00 per share

Grant price $0.00 per share Stated price for 1,335 Class A Common Stock shares granted

Indirect holdings 236,921 shares Class A Common Stock held indirectly, including via an irrevocable trust entity

Direct holdings entry 13,089 shares Class A Common Stock listed as directly held following a holding entry

Post-grant holdings 341,184 shares Total Class A Common Stock shown following the grant transaction

RSU vesting date June 16, 2026 RSUs vest on this date or the next annual meeting, whichever is earlier

Compensation quarter end April 30, 2026 Quarter for which director fees were taken in stock based on closing price

Key Terms

Non-Employee Director Compensation Policy, Restricted Stock Units (RSUs), irrevocable trust entity, contingent right

4 terms

Non-Employee Director Compensation Policy financial

"under the Issuer's Non-Employee Director Compensation Policy for the quarter ended April 30, 2026"

Restricted Stock Units (RSUs) financial

"Represents the grant of Restricted Stock Units (RSUs). Each RSU represents a contingent right"

Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.

irrevocable trust entity financial

"Shares held by Matthew Cohler's irrevocable trust entity."

contingent right financial

"Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Matt Cohler report for Asana (ASAN)?

Matt Cohler reported receiving 1,335 Asana Class A shares as a grant, not a market purchase. The shares were issued at a stated price of $0.00 per share as stock-based compensation under director arrangements.

How did Matt Cohler’s Asana (ASAN) board fees get paid in this filing?

Cohler elected to receive Asana Class A Common Stock instead of cash for his director fees. The number of shares was calculated using the Class A closing price on April 30, 2026, covering the quarter ended April 30, 2026.

What Restricted Stock Units did Matt Cohler receive from Asana (ASAN)?

Cohler received a grant of Restricted Stock Units (RSUs) tied to Asana Class A shares. Each RSU represents one share of Class A Common Stock upon settlement, subject to vesting and his continued service on the board.

When do Matt Cohler’s Asana (ASAN) RSUs vest?

The RSUs will vest 100% on the earlier of June 16, 2026 or Asana’s next annual stockholder meeting. Vesting is conditioned on Cohler’s continuous service as a director through that vesting date.

How are some of Matt Cohler’s Asana (ASAN) shares held?

A portion of Cohler’s Asana Class A Common Stock is held by an irrevocable trust entity. A footnote specifies that certain shares are held by “Matthew Cohler's irrevocable trust entity,” reflecting indirect ownership through that trust.

Does the Form 4 show any Asana (ASAN) stock sales by Matt Cohler?

The data describes a grant and holdings entries, with no open-market sales indicated. The key coded transaction is a grant or award acquisition of 1,335 Class A shares at a stated price of $0.00 per share.

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

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Accepted by SEC EDGAR 05/05/2026 - 06:13 PM Learn about SEC filing dates

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
Estimated average burden
hours per response:			0.5

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

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^*

Cohler Matt

(Last) (First) (Middle)

C/O BENCHMARK

2965 WOODSIDE ROAD

(Street)

WOODSIDE CALIFORNIA 94062

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/01/2026

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

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

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

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	05/01/2026		A		1,335(1)	A	$0	341,184	D
Class A Common Stock								13,089(2)	D
Class A Common Stock								236,921	I	See footnote(3)

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. These shares represent the Class A Common Stock that the Reporting Person elected to receive in lieu of cash compensation under the Issuer's Non-Employee Director Compensation Policy for the quarter ended April 30, 2026. The number of shares of Class A Common Stock received in lieu of cash was calculated based on the closing price of a share of Class A Common Stock on April 30, 2026.

2. Represents the grant of Restricted Stock Units (RSUs). Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock upon settlement. 100% of the RSUs will vest on the earlier of June 16, 2026 or the day of the next annual meeting of the stockholders, subject to the Reporting Person's continuous service through such date.

3. Shares held by Matthew Cohler's irrevocable trust entity.

Remarks:

	/s/ Katie Colendich, Attorney-in-Fact	05/05/2026
	** 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.
* Form 4: SEC 1474 (03-26)