BlackLine (NYSE: BL) CFO updates holdings as PRSUs vest and taxes paid

Rhea-AI Filing Summary

BLACKLINE, INC. Chief Financial Officer Patrick Villanova reported equity award activity in company common stock. On February 20, 2026, he acquired shares through the exercise or conversion of performance-based restricted stock units that vested after BlackLine met fiscal 2023, 2024 and 2025 performance targets set at grant.

On the same date, 10,573 shares of common stock were disposed of at $36.15 per share to cover tax liabilities related to the vesting of these performance-based and other restricted stock units, leaving him with 71,192 shares held directly.

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

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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).

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^*

Villanova Patrick

(Last) (First) (Middle)

21300 VICTORY BLVD., 12TH FLOOR

(Street)

WOODLAND HILLS CA 91367

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BLACKLINE, INC. [ BL ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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
Common Stock	02/20/2026		M		2,395(1)	A	$36.15	75,220	D
Common Stock	02/20/2026		M		1,307(2)	A	$36.15	76,527	D
Common Stock	02/20/2026		M		5,238(3)	A	$36.15	81,765	D
Common Stock	02/20/2026		F		10,573(4)	D	$36.15	71,192	D

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 reported shares relate to the portion of a Performance Based Restricted Stock Unit ("PRSU") granted on March 7, 2023 that has vested based on the Issuer's achievement of certain fiscal 2023 performance targets that were set by the Compensation Committee at the time of grant.

2. The reported shares relate to the portion of a PRSU granted on March 17, 2024 that has vested based on the Issuer's achievement of certain fiscal 2024 performance targets that were set by the Compensation Committee at the time of grant.

3. The reported shares relate to the portion of a PRSU granted on April 2, 2025 that has vested based on the Issuer's achievement of certain fiscal 2025 performance targets that were set by the Compensation Committee at the time of grant.

4. The reported shares were withheld to cover the reporting person's tax liability in connection with the vesting of PRSUs and restricted stock units.

	/s/ Karole Morgan-Prager, Attorney-in-Fact	02/24/2026
	** 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).
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FAQ

What insider transaction did BlackLine (BL) disclose for CFO Patrick Villanova?

BlackLine disclosed that CFO Patrick Villanova reported equity award activity involving company common stock. He exercised performance-based restricted stock units that vested after fiscal performance targets were achieved and had a portion of the resulting shares withheld to satisfy related tax liabilities.

How many BlackLine shares were withheld for taxes in the Villanova Form 4 filing?

The filing shows that 10,573 shares of BlackLine common stock were disposed of at $36.15 per share. According to the footnotes, these shares were withheld specifically to cover Patrick Villanova’s tax liability from the vesting of performance-based and other restricted stock units.

Were BlackLine CFO Patrick Villanova’s transactions open-market buys or sales?

The reported transactions were not open-market trades. They reflect the exercise or conversion of performance-based restricted stock units that vested based on BlackLine’s fiscal performance, and a related tax-withholding disposition where shares were surrendered to satisfy tax obligations, rather than sold in the market.

What performance conditions triggered BlackLine CFO Villanova’s PRSU vesting?

The vested performance-based restricted stock units were granted in March 2023, March 2024, and April 2025. Each award vested based on BlackLine’s achievement of specific fiscal 2023, fiscal 2024, and fiscal 2025 performance targets established by the company’s Compensation Committee at the time of grant.

How many BlackLine shares does CFO Patrick Villanova hold after these transactions?

Following the February 20, 2026 equity award transactions and related tax-withholding disposition, the Form 4 reports that Patrick Villanova directly owns 71,192 shares of BlackLine common stock. This figure reflects his updated direct ownership after the reported award vesting and share withholding for taxes.

What types of equity awards are involved in BlackLine CFO Villanova’s Form 4?

The Form 4 involves performance-based restricted stock units, or PRSUs, and restricted stock units. The footnotes explain that portions of PRSUs granted in 2023, 2024, and 2025 vested upon meeting fiscal performance targets, and some resulting shares were withheld to cover associated tax obligations.