EGHT Form 4: CEO Samuel Wilson RSU Withholding of 97,116 Shares

Rhea-AI Filing Summary

The Form 4 shows that Samuel C. Wilson, Chief Executive Officer of 8x8 Inc. (EGHT), had 97,116 shares of common stock withheld on 09/15/2025 to satisfy tax withholding obligations arising from the net settlement of Restricted Stock Units (RSUs). The withholding was executed at an average price of $2.13 per share and is not a sale by the reporting person, per the filer’s explanation. After the withholding, Mr. Wilson beneficially owns 1,873,062 shares, held directly. The form was signed by an attorney-in-fact on behalf of Mr. Wilson on 09/16/2025.

Positive

• Transaction is a tax withholding, not a sale, indicating no voluntary disposition of shares by the CEO
• Clear post-transaction beneficial ownership disclosed: 1,873,062 shares

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine tax-withholding of RSUs by the CEO resulted in a modest reduction of beneficially owned shares; it's a standard administrative transaction.

The transaction represents shares retained by the company to cover tax obligations from RSU vesting rather than a market sale by the CEO. Such net-settlement withholdings are common and do not indicate voluntary liquidation of holdings or change in control. The filing discloses the post-transaction beneficial ownership of 1,873,062 shares, which remains material for governance disclosure but does not suggest a shift in alignment between management and shareholders.

Securities Analyst

TL;DR: Insider withholding of 97,116 shares at $2.13 is an administrative RSU tax event and likely has negligible market impact.

The reported price of $2.13 is the per-share value used for the withholding; the filer explicitly states the shares were withheld to satisfy income tax remittance. Because the transaction is a tax-related withholding and not an open-market sale, it typically carries limited informational content about the CEO's view on the stock. The precise post-transaction holding of 1,873,062 shares provides a clear ownership snapshot for investors and regulators.

Insider Trade Summary

Net Seller: 97,116 shares

Net Sell 1 txn

Insider Wilson Samuel C.

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	97,116	$2.13	$207K

Holdings After Transaction: Common Stock — 1,873,062 shares (Direct)

Footnotes (1)

1. F1. 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 Restricted Stock Units ("RSUs") and does not represent a sale by the reporting person.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 09/16/2025 - 06:10 PM Learn about SEC filing dates

FAQ

What did Samuel C. Wilson report on the Form 4 for EGHT?

He reported that 97,116 shares were withheld on 09/15/2025 to satisfy tax withholding from RSU net settlement; this is not a sale.

How many shares does the CEO own after the withholding?

1,873,062 shares of common stock beneficially owned following the reported transaction.

At what price were the withheld shares reported?

$2.13 per share is the price associated with the withheld 97,116 shares.

Was the transaction an open-market sale?

No. The filer states the shares were withheld by the issuer to satisfy income tax withholding obligations from RSU net settlement.

When was the Form 4 signed?

The form was signed by an attorney-in-fact on behalf of Samuel C. Wilson on 09/16/2025.

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).

1. Name and Address of Reporting Person^*

Wilson Samuel C.

(Last) (First) (Middle)

C/O 8X8, INC.

675 CREEKSIDE WAY

(Street)

CAMPBELL CA 95008

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
8X8 INC /DE/ [ EGHT ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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	09/15/2025		F		97,116(1)	D	$2.13	1,873,062	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. 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 Restricted Stock Units ("RSUs") and does not represent a sale by the reporting person.

Remarks:

	/s/ Cheriese Dickman as Attorney-in-Fact for Samuel C Wilson	09/16/2025
	** 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.