BlackLine (NYSE: BL) Chief Customer Officer reports PRSU vesting and tax share withholding

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

BLACKLINE, INC. Chief Customer Officer Jimmy C. Duan reported equity award activity involving performance-based restricted stock units (PRSUs). On February 20, 2026, he acquired 7,119 shares and 4,489 shares of common stock through exercises or conversions of derivative securities tied to PRSUs that vested based on fiscal 2024 and 2025 performance targets set by the Compensation Committee. In a related tax-withholding transaction, 5,590 shares were disposed of to cover tax obligations upon vesting of PRSUs and restricted stock units. After these transactions, Duan directly held 82,290 shares of BlackLine common stock.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Duan Jimmy C

Role Chief Customer Officer

Type	Security	Shares	Price	Value
Exercise	Common Stock	7,119	$36.15	$257K
Exercise	Common Stock	4,489	$36.15	$162K
Tax Withholding	Common Stock	5,590	$36.15	$202K

Holdings After Transaction: Common Stock — 83,391 shares (Direct)

Footnotes (1)

The reported shares relate to the portion of a performance-based restricted stock unit (PRSU) granted on May 8, 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. 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. The reported shares were withheld to cover the reporting person's tax liability in connection with the vesting of PRSUs and restricted stock units.

Form 4 Insider Transactions: What Each Field Means →

02/24/2026 - 05:39 PM

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

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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^*

Duan Jimmy C

(Last)

(First)

(Middle)

21300 VICTORY BLVD., 12TH FLOOR

(Street)

WOODLAND HILLS

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 Customer 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/20/2026		M		7,119⁽¹⁾	A	$36.15	83,391	D
Common Stock	02/20/2026		M		4,489⁽²⁾	A	$36.15	87,880	D
Common Stock	02/20/2026		F		5,590⁽³⁾	D	$36.15	82,290	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. The reported shares relate to the portion of a performance-based restricted stock unit (PRSU) granted on May 8, 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.

2. 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.

3. 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).
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.

Source: View Original Filing on SEC EDGAR

FAQ

What insider activity did BlackLine (BL) report for Jimmy C. Duan?

BlackLine’s Chief Customer Officer, Jimmy C. Duan, reported equity award activity involving PRSUs. He exercised performance-based restricted stock units into common shares, with a portion of those shares withheld to satisfy related tax obligations tied to the vesting of PRSUs and restricted stock units.

How many BlackLine (BL) shares did Jimmy C. Duan acquire and dispose on February 20, 2026?

On February 20, 2026, Jimmy C. Duan acquired 7,119 and 4,489 BlackLine common shares through derivative exercises, and 5,590 shares were disposed of to cover tax liabilities associated with the vesting of performance-based restricted stock units and restricted stock units.

Were Jimmy C. Duan’s BlackLine (BL) transactions open-market buys or sales?

The transactions were not open-market buys or sales. They reflect exercises or conversions of derivative securities related to vested performance-based restricted stock units and a tax-withholding disposition, where shares were withheld to satisfy tax obligations triggered by PRSU and restricted stock unit vesting.

What are performance-based restricted stock units (PRSUs) in BlackLine’s (BL) filing?

The PRSUs referenced are stock units that vest only when BlackLine meets specified fiscal performance targets. In this case, portions of PRSUs granted in 2024 and 2025 vested after achieving fiscal 2024 and 2025 performance goals set by the Compensation Committee at the time of grant.

How many BlackLine (BL) shares does Jimmy C. Duan own after these Form 4 transactions?

Following the reported PRSU exercises and the related tax-withholding disposition, Jimmy C. Duan directly holds 82,290 shares of BlackLine common stock. This total reflects his updated direct ownership after all transactions reported for February 20, 2026.

Why were some BlackLine (BL) shares disposed of in Jimmy C. Duan’s Form 4?

The disposed shares were withheld to cover Jimmy C. Duan’s tax liability upon vesting of performance-based restricted stock units and restricted stock units. This is a common mechanism where shares are surrendered instead of paying cash to satisfy withholding taxes.