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Equity awards vest for 8x8 (EGHT) CAO as shares withheld for taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

8x8, Inc. Chief Accounting Officer Suzy M. Seandel reported equity-based compensation activity involving performance share units (PSUs). On May 27, 2026, two PSU tranches vested, creating 25,899 and 27,472 shares of Common Stock, which were recorded as acquisitions under grant and award transactions.

To cover related income tax obligations on these vested PSUs, the company withheld 13,177 and 13,977 shares, respectively, at a reference price of $2.12 per share, which the disclosure specifies does not represent open-market sales by Seandel. After these transactions, she directly held between about 448,689 and 476,161 shares as shown by the post-transaction ownership entries.

Positive

  • None.

Negative

  • None.
Insider Seandel Suzy M
Role Chief Accounting Officer
Type Security Shares Price Value
Grant/Award Common Stock 25,899 $0.00 --
Tax Withholding Common Stock 13,177 $2.12 $28K
Grant/Award Common Stock 27,472 $0.00 --
Tax Withholding Common Stock 13,977 $2.12 $30K
Holdings After Transaction: Common Stock — 461,866 shares (Direct, null)
Footnotes (1)
  1. The reporting person was awarded 70,000 performance share units (PSUs) on September 15, 2024, which were eligible to vest in three equal installments based on achievement of each associated performance goal. On May 27, 2026, the second installment of 23,333 PSUs vested at 111% of target, such that 25,899 shares became issuable. Of these shares, 12,722 were issued to the reporting person and the remaining 13,177 were withheld to pay the associated tax liability. Represents the number of shares of Common Stock that have been withheld by the issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the vested PSUs and does not represent a sale by the reporting person. The reporting person was awarded 74,250 performance share units (PSUs) on June 6, 2025, which were eligible to vest in three equal installments based on achievement of each associated performance goal. On May 27, 2026, the first installment of 24,750 PSUs vested at 111% of target, such that 27,472 shares became issuable. Of these shares, 13,495 were issued to the reporting person and the remaining 13,977 were withheld to pay the associated tax liability.
PSU vesting tranche 1 25,899 shares Common Stock issuable from PSUs vested May 27, 2026
PSU vesting tranche 2 27,472 shares Common Stock issuable from PSUs vested May 27, 2026
Tax-withheld shares total 27,154 shares Shares withheld to satisfy income tax obligations on vested PSUs
Tax reference price $2.12 per share Value used for F-code tax-withholding dispositions
Post-transaction holdings (high) 476,161 shares Direct Common Stock ownership after one acquisition entry
Post-transaction holdings (low) 448,689 shares Direct Common Stock ownership after a later withholding entry
performance share units (PSUs) financial
"The reporting person was awarded 70,000 performance share units (PSUs) on September 15, 2024..."
vested at 111% of target financial
"On May 27, 2026, the second installment of 23,333 PSUs vested at 111% of target..."
net settlement financial
"in connection with the net settlement of the vested PSUs and does not represent a sale..."
income tax withholding financial
"withheld by the issuer to satisfy its income tax withholding and remittance obligations..."
grant, award, or other acquisition financial
"transaction_code_description": "Grant, award, or other acquisition""
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SEC Form 4
FORM 4UNITED 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*
Seandel Suzy M

(Last)(First)(Middle)
C/O 8X8 INC. 675 CREEKSIDE WAY

(Street)
CAMPBELL CALIFORNIA 95008

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
8X8 INC /DE/ [ EGHT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Accounting Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/27/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock05/27/2026A(1)25,899A$0461,866D
Common Stock05/27/2026F(2)13,177D$2.12448,689D
Common Stock05/27/2026A(3)27,472A$0476,161D
Common Stock05/27/2026F(2)13,977D$2.12462,184D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The reporting person was awarded 70,000 performance share units (PSUs) on September 15, 2024, which were eligible to vest in three equal installments based on achievement of each associated performance goal. On May 27, 2026, the second installment of 23,333 PSUs vested at 111% of target, such that 25,899 shares became issuable. Of these shares, 12,722 were issued to the reporting person and the remaining 13,177 were withheld to pay the associated tax liability.
2. Represents the number of shares of Common Stock that have been withheld by the issuer to satisfy its income tax withholding and remittance obligations in connection with the net settlement of the vested PSUs and does not represent a sale by the reporting person.
3. The reporting person was awarded 74,250 performance share units (PSUs) on June 6, 2025, which were eligible to vest in three equal installments based on achievement of each associated performance goal. On May 27, 2026, the first installment of 24,750 PSUs vested at 111% of target, such that 27,472 shares became issuable. Of these shares, 13,495 were issued to the reporting person and the remaining 13,977 were withheld to pay the associated tax liability.
Remarks:
/s/ Cheriese Dickman Attorney-in-Fact for Suzy M Seandel05/29/2026
** Signature of Reporting PersonDate
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)

FAQ

What did 8x8 (EGHT) Chief Accounting Officer Suzy Seandel report in this Form 4?

Suzy Seandel reported PSU-based equity compensation activity, including vested performance share units converting into common stock and related tax-withholding share dispositions, all classified as non-open-market transactions tied to compensation rather than discretionary share purchases or sales.

How many 8x8 (EGHT) shares were acquired through PSU vesting on May 27, 2026?

Two PSU tranches vested into 25,899 and 27,472 shares of 8x8 Common Stock. These amounts reflect performance share units vesting at 111% of target and being recorded as grant or award acquisitions in the insider’s direct holdings.

Were any of Suzy Seandel’s 8x8 (EGHT) Form 4 transactions open-market sales?

No. The filing states shares were withheld by 8x8 to satisfy income tax withholding obligations from vested PSUs. Footnotes clarify these F-code transactions do not represent sales by Suzy Seandel on the open market.

How many 8x8 (EGHT) shares were withheld for taxes in Suzy Seandel’s Form 4?

The company withheld 13,177 and 13,977 shares of Common Stock to cover tax obligations from PSU vesting. In total, 27,154 shares were used for tax withholding, classified as F-code dispositions rather than discretionary share sales.

What is Suzy Seandel’s approximate 8x8 (EGHT) share ownership after these transactions?

Post-transaction entries show direct ownership figures of 476,161, 462,184, 461,866 and 448,689 shares, reflecting stepwise updates after each PSU vesting and tax-withholding event as her equity-based compensation settled into Common Stock.