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8x8 (EGHT) Chief Product Officer logs PSU vesting, tax-withheld shares

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

Rhea-AI Filing Summary

8x8 Inc. Chief Product Officer Hunter Middleton reported equity compensation activity tied to performance share units (PSUs). On May 27, 2026, 60,000 PSUs from a September 15, 2024 award vested at 111% of target, making 66,600 shares issuable; 32,714 shares were delivered and 33,886 shares were withheld to cover taxes. On the same date, 39,600 PSUs from a June 6, 2025 award vested at 111% of target, making 43,956 shares issuable; 21,592 shares were issued and 22,364 shares were withheld for taxes. The tax-withholding entries are not market sales but shares retained by the issuer to satisfy income tax obligations. After these transactions, Middleton directly holds 677,867 shares of common stock.

Positive

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  • None.
Insider Middleton Hunter
Role Chief Product Officer
Type Security Shares Price Value
Grant/Award Common Stock 66,600 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 33,886 $2.12 $72K
Grant/Award Common Stock 43,956 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 22,364 $2.12 $47K
Holdings After Transaction: Common Stock — 699,459 shares (Direct)
Footnotes (3)
  1. F1. The reporting person was awarded 180,000 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 60,000 PSUs vested at 111% of target, such that 66,600 shares became issuable. Of these shares, 32,714 were issued to the reporting person and the remaining 33,886 were withheld to pay the associated tax liability.
  2. F2. 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. F3. The reporting person was awarded 118,800 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 39,600 PSUs vested at 111% of target, such that 43,956 shares became issuable. Of these shares, 21,592 were issued to the reporting person and the remaining 22,364 were withheld to pay the associated tax liability.
First PSU award size 180,000 PSUs Granted September 15, 2024; vests in three installments
Second PSU award size 118,800 PSUs Granted June 6, 2025; vests in three installments
Shares issuable from 2024 PSU tranche 66,600 shares Second installment vested at 111% of target on May 27, 2026
Shares issuable from 2025 PSU tranche 43,956 shares First installment vested at 111% of target on May 27, 2026
Shares withheld for taxes (total) 56,250 shares Tax withholding on vested PSUs, at $2.12 per share for F-code entries
Shares withheld from 2024 PSU tranche 33,886 shares Retained by issuer to satisfy tax liability on second installment
Shares withheld from 2025 PSU tranche 22,364 shares Retained by issuer to satisfy tax liability on first installment
Shares held after transactions 677,867 shares Total 8x8 common stock directly owned by Hunter Middleton after May 27, 2026
performance share units (PSUs) financial
"The reporting person was awarded 180,000 performance share units (PSUs) on September 15, 2024"
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"
tax-withholding disposition financial
"transaction action: tax-withholding disposition"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What did 8x8 (EGHT) Chief Product Officer Hunter Middleton report on this Form 4?
Hunter Middleton reported PSU-based stock grants and related tax-withholding transactions. Vested performance share units converted into common shares, with a portion delivered to him and a portion withheld by 8x8 to cover income tax obligations.

How many 8x8 (EGHT) performance share units vested for Hunter Middleton on May 27, 2026?
Two PSU tranches vested on May 27, 2026. A 60,000-unit tranche and a 39,600-unit tranche each vested at 111% of target, making 66,600 and 43,956 common shares issuable to Hunter Middleton, respectively, subject to tax withholding.

Were any of Hunter Middleton’s 8x8 (EGHT) Form 4 transactions open-market sales?
No open-market sales were reported. Shares labeled with transaction code F were withheld by 8x8 to satisfy tax liabilities on vested PSUs, which the footnotes clarify do not represent sales by Hunter Middleton in the market.

How many 8x8 (EGHT) shares were withheld for Hunter Middleton’s tax obligations?
A total of 56,250 shares were withheld to cover taxes. This includes 33,886 shares from one PSU vesting tranche and 22,364 shares from another, with shares retained by 8x8 to meet income tax withholding requirements.

How many 8x8 (EGHT) shares does Hunter Middleton hold after these PSU transactions?
After the reported PSU vesting and tax-withholding transactions, Hunter Middleton directly holds 677,867 shares of 8x8 common stock. This figure reflects his updated ownership position following the net share issuances and tax-related share withholdings.

What PSU awards to Hunter Middleton are referenced in this 8x8 (EGHT) Form 4?
The Form 4 references 180,000 PSUs granted on September 15, 2024 and 118,800 PSUs granted on June 6, 2025. Each award vests in three equal performance-based installments, with specific tranches vesting and settling into common shares on May 27, 2026.
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*
Middleton Hunter
(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 Product 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)66,600A$0711,753D
Common Stock05/27/2026F(2)33,886D$2.12677,867D
Common Stock05/27/2026A(3)43,956A$0721,823D
Common Stock05/27/2026F(2)22,364D$2.12699,459D
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 180,000 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 60,000 PSUs vested at 111% of target, such that 66,600 shares became issuable. Of these shares, 32,714 were issued to the reporting person and the remaining 33,886 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 118,800 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 39,600 PSUs vested at 111% of target, such that 43,956 shares became issuable. Of these shares, 21,592 were issued to the reporting person and the remaining 22,364 were withheld to pay the associated tax liability.
Remarks:
/s/ Cheriese M. Dickman as Attorney-in-Fact for Hunter Middleton05/29/2026
** 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)

Source: View Original Filing on SEC EDGAR