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8x8 (EGHT) Files Form 4: Pagliuca Receives 66k Cash RSUs

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

Rhea-AI Filing Summary

8x8, Inc. (EGHT) – Form 4 insider filing

On 25 Jul 2025, director John Pagliuca received 66,502 restricted stock units (RSUs) at an exercise price of $0 (transaction code “A”). The award will vest and settle in cash on the earlier of 25 Jul 2026 or the next annual shareholder meeting, contingent on continued board service. Following the grant, Pagliuca’s directly held derivative position equals 66,502 RSUs linked to EGHT common shares.

The cash‐settled design delivers equity-linked upside to the director without issuing new shares, eliminating dilution but creating a future cash outflow equivalent to the share value on the vesting date.

Positive

  • Director incentive alignment: 66,502 RSUs directly link compensation to EGHT share performance.
  • No share dilution: Cash-settled structure avoids increasing the outstanding share count.

Negative

  • Future cash outflow: Company must pay cash equal to the market value of 66,502 shares at vesting.
  • Short vesting horizon may provide limited long-term retention effect compared with multi-year equity grants.

Insights

TL;DR: Neutral—compensation grant adds no dilution but modest future cash liability.

The Form 4 records a single grant of 66,502 cash-settled RSUs to director Pagliuca. Because the award settles in cash, there is no immediate share issuance, so EPS dilution is avoided. The liability crystallises only at vesting and scales with the stock price, making the impact modest relative to EGHT’s market cap. Insider buying or selling of common shares would be more material; this filing is largely routine board compensation.

TL;DR: Positive—cash-settled RSUs align director incentives without shareholder dilution.

The grant links Pagliuca’s compensation to EGHT’s share performance for one year, enhancing alignment while avoiding equity overhang. Cash-settled RSUs are increasingly used by tech firms to balance dilution concerns. Although the company assumes a contingent cash obligation, the one-year vesting horizon limits duration risk. Overall, the structure is governance-friendly and shareholder-accretive.

Insider Pagliuca John
Role Director
Type Security Shares Price Value
Grant/Award Restricted Stock Unit 66,502 $0.00 --
Holdings After Transaction: Restricted Stock Unit — 66,502 shares (Direct)
Footnotes (1)
  1. [object Object]
Form 4 Insider Transactions: What Each Field Means →
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*
Pagliuca John
(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
07/25/2025
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
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
Restricted Stock Unit (1) 07/25/2025 A 66,502 (1) (1) Common Stock(1) 66,502(1) $0(1) 66,502(1) D
Explanation of Responses:
1. Represents an award of restricted stock units. The entire award shall vest and settle in cash on the earlier of (a) July 25, 2026, or (b) the date of the next annual meeting of the Issuer's stockholders, in each case subject to the Reporting Persons continued service to the Issuer on each vesting date. The award represents the right to receive cash in an amount equal to the value of one share of the Issuers common stock on the applicable vesting date.
Remarks:
/s/ Cheriese M. Dickman as Attorney-in-Fact for John Pagliuca 07/29/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did EGHT disclose in the July 2025 Form 4?

Director John Pagliuca was granted 66,502 cash-settled RSUs on 25 Jul 2025.

Does the RSU grant dilute 8x8 (EGHT) shareholders?

No. The units settle in cash, so no new shares are issued.

When will the RSUs granted to Pagliuca vest?

They vest on the earlier of 25 Jul 2026 or the next annual shareholder meeting.

How many EGHT derivative securities does Pagliuca hold after the transaction?

He beneficially owns 66,502 RSUs directly.

What financial impact could the RSU grant have on EGHT?

EGHT will incur a cash liability equal to the value of 66,502 shares at vesting, but incurs no dilution.