BlackLine (BL) CEO Ryan Owen reports PRSU vesting and tax share withholding

Rhea-AI Filing Summary

BLACKLINE, INC. Chief Executive Officer Ryan Owen reported multiple equity award transactions in company Common Stock on February 20, 2026. He acquired shares through the exercise or conversion of performance-based restricted stock units (PRSUs) that vested after BlackLine met fiscal 2023, 2024, and 2025 performance targets.

The filing shows separate acquisitions of 21,761, 9,332, and 11,225 shares at a price of $36.15 per share as PRSU tranches vested under awards granted in March 2023, March 2024, and April 2025. A total of 35,803 shares of Common Stock were disposed of at $36.15 per share to satisfy tax withholding obligations tied to vesting, rather than through an open-market sale. After these transactions, Owen directly held 233,074 BlackLine shares.

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^*

Ryan Owen

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive 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		21,761(1)	A	$36.15	268,877	D
Common Stock	02/20/2026		F		35,803(2)	D	$36.15	233,074	D
Common Stock	02/20/2026		M		9,332(3)	A	$36.15	242,406	D
Common Stock	02/20/2026		M		11,225(4)	A	$36.15	253,631	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 were withheld to cover the reporting person's tax liability in connection with the vesting of PRSUs and restricted stock units.

3. 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.

4. 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.

	/s/ Karole Morgan-Prager, Attorney-in-Fact	02/24/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transactions did BlackLine (BL) CEO Ryan Owen report?

Ryan Owen reported PRSU-related equity transactions. He acquired multiple blocks of BlackLine common stock as performance-based restricted stock units vested, and a portion of shares was automatically withheld to cover associated tax liabilities rather than sold in the open market.

How many BlackLine (BL) shares did the CEO acquire in this Form 4 filing?

The CEO acquired several blocks of vested shares. The filing lists acquisitions of 21,761, 9,332, and 11,225 BlackLine common shares tied to performance-based restricted stock units that vested after the company achieved specified fiscal 2023, 2024, and 2025 performance targets.

Were any of the BlackLine (BL) CEO’s reported transactions open-market sales?

The filing does not report open-market sales. The only disposition code is F, indicating 35,803 shares were withheld at $36.15 per share to satisfy tax obligations related to vesting, rather than being sold voluntarily on the open market.

What performance conditions triggered the CEO’s PRSU vesting at BlackLine (BL)?

Vesting was tied to fiscal performance targets. The reported PRSUs, granted in March 2023, March 2024, and April 2025, vested based on BlackLine’s achievement of fiscal 2023, 2024, and 2025 performance targets established by the company’s Compensation Committee at grant.

How many BlackLine (BL) shares does CEO Ryan Owen hold after these transactions?

Post-transaction, the CEO holds 233,074 shares. After the PRSU-related share acquisitions and tax-withholding disposition, Ryan Owen’s directly owned position in BlackLine common stock is reported as 233,074 shares in this Form 4 filing.

What transaction codes appear in BlackLine (BL) CEO Ryan Owen’s Form 4?

The Form 4 uses codes M and F. Code M reflects exercises or conversions of derivative securities as PRSUs vested, while code F reflects shares withheld to pay exercise price or tax liabilities associated with those vested equity awards.