OSPN Form 4: Lara Mataac RSU Conversion and 535-Share Sale at $14.56

Rhea-AI Filing Summary

OneSpan Inc. insider activity: Lara Mataac, General Counsel, reported restricted stock units converting to common shares and a small open-market sale. On 08/23/2025 she had 1,822 restricted stock units recorded as acquired at $0.00 per unit, increasing her beneficial ownership to 61,225 shares. The RSUs vest over three years beginning 02/23/2023 with one-third vesting on 02/23/2024 and subsequent one-sixth installments every six months. On 08/25/2025 she sold 535 shares at $14.56 per share, leaving beneficial ownership of 60,690 shares following the reported transactions.

Positive

• Insider retained substantial holdings after transactions: beneficial ownership remained at 60,690 shares.
• Vesting schedule disclosed, showing multi-year retention: one-third on 02/23/2024 and one-sixth every six months thereafter.

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Insider received vested RSUs and executed a small sale shortly after conversion, leaving substantial remaining holdings.

The filing shows a routine vesting of 1,822 restricted stock units that converted to shares at no cash exercise price and a subsequent open-market disposition of 535 shares at $14.56. The vesting schedule is explicit: one-third vested on 02/23/2024 with the remainder vesting in one-sixth increments every six months, indicating a multi-year retention design. The reporting person remains a significant insider with 60,690 shares after the sale, so this appears to be standard compensation realization rather than a full exit.

Securities Analyst

TL;DR: Transaction is informational and non-material to company capital structure; it documents compensation vesting and a small sale.

The Form 4 discloses conversion of RSUs into common stock (1,822 shares) recorded 08/23/2025 at $0.00 per unit and a subsequent sale of 535 shares on 08/25/2025 at $14.56 each. The remaining beneficial ownership of 60,690 shares means the insider retains a meaningful position. No options exercised for cash nor other derivative transactions expanding dilution are reported beyond standard RSU conversion terms presented.

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
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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^*

Mataac Lara

(Last) (First) (Middle)

1 MARINA PARK DRIVE

UNIT 1410

(Street)

BOSTON MA 02210

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OneSpan Inc. [ OSPN ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
08/23/2025

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	08/23/2025		M		1,822	A	$0.00(1)	61,225	D
Common Stock	08/25/2025		F		535	D	$14.56	60,690	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
Restricted Stock Units	$0.00(1)	08/25/2025		M			1,822	(2)	(2)	Common Stock	1,822	$0.00(1)	1,823	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of OSPN common stock.

2. The restricted stock units vest over three years starting on February 23, 2023, with one-third of the shares vesting on February 23, 2024 and one-sixth of the shares vesting every six months thereafter.

Remarks:

	/s/ Lara Mataac	08/26/2025
	** 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.
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FAQ

What transactions did OneSpan (OSPN) insider Lara Mataac report?

The Form 4 reports conversion of 1,822 restricted stock units into common shares on 08/23/2025 at $0.00 per share and a sale of 535 shares on 08/25/2025 at $14.56 per share.

How many OneSpan shares does Lara Mataac beneficially own after these filings?

Following the reported transactions, Lara Mataac beneficially owned 60,690 shares.

What is the vesting schedule for the restricted stock units reported?

The RSUs vest over three years beginning 02/23/2023: one-third vested on 02/23/2024 and the remainder vests in one-sixth increments every six months.

Was there any cash paid to acquire the vested RSUs?

No cash was paid for the RSU conversion; the reported price for the RSUs is $0.00 per unit.

At what price were the shares sold and when?

The filing shows a sale of 535 shares on 08/25/2025 at $14.56 per share.