OneSpan (OSPN) counsel exercises 1,133 shares with 333-share tax withholding

Rhea-AI Filing Summary

OneSpan Inc. General Counsel Lara Mataac reported routine equity compensation activity. On May 14, 2026, she exercised derivative securities to acquire 1,133 shares of common stock and a related tax-withholding transaction disposed of 333 common shares at $12.18 per share.

Following these transactions, Mataac directly holds 75,548 shares of OneSpan common stock and 2,265 restricted stock units, each representing a contingent right to receive one share of common stock that vests over three years starting May 14, 2024.

Insider Trade Summary

1,133 shares exercised/converted

Mixed 3 txns

Insider Mataac Lara

Role General Counsel

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	1,133	$0.00	--
Exercise	Common Stock	1,133	$0.00	--
Tax Withholding	Common Stock	333	$12.18	$4K

Holdings After Transaction: Restricted Stock Units — 2,265 shares (Direct, null); Common Stock — 75,548 shares (Direct, null)

Footnotes (1)

1. Each restricted stock unit represents a contingent right to receive one share of OSPN common stock. The restricted stock units vest over three years starting on May 14, 2024, with one-third of the shares vesting on May 14, 2025 and one-sixth of the shares vesting every six months thereafter.

Key Figures

Derivative exercise: 1,133 shares Tax-withholding shares: 333 shares Tax-withholding price: $12.18/share +2 more

5 metrics

Derivative exercise 1,133 shares Common stock acquired via derivative exercise on May 14, 2026

Tax-withholding shares 333 shares Common stock withheld for taxes at $12.18 per share

Tax-withholding price $12.18/share Value used for 333-share tax-withholding disposition

Post-transaction holdings 75,548 shares Common stock directly held after transactions

Remaining RSUs 2,265 units Restricted stock units outstanding after transactions

Key Terms

Restricted Stock Units, tax-withholding disposition, derivative security

3 terms

Restricted Stock Units financial

"The restricted stock units vest over three years starting on May 14, 2024"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

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.

derivative security financial

"transaction_code_description": "Exercise or conversion of derivative security""

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

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).

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 MASSACHUSETTS 02210

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/14/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/14/2026		M		1,133	A	$0(1)	75,548	D
Common Stock	05/14/2026		F		333	D	$12.18	75,215	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(1)	05/14/2026		M			1,133	(2)	(2)	Common Stock	1,133	$0(1)	2,265	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 May 14, 2024, with one-third of the shares vesting on May 14, 2025 and one-sixth of the shares vesting every six months thereafter.

	/s/ Lara Mataac	05/14/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

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

Lara Mataac reported exercising derivative securities into 1,133 OneSpan common shares and a related tax-withholding disposition of 333 shares at $12.18 per share. These are routine equity compensation and tax payment events rather than open-market purchases or sales.

How many OneSpan (OSPN) shares does Lara Mataac hold after this Form 4?

After the reported transactions, Lara Mataac directly holds 75,548 shares of OneSpan common stock. She also holds 2,265 restricted stock units, which represent contingent rights to receive an equal number of OneSpan common shares as they vest over time.

What does the tax-withholding disposition in the OneSpan (OSPN) Form 4 mean?

The tax-withholding disposition reflects 333 OneSpan common shares used to pay tax obligations related to equity awards, at $12.18 per share. This F-code transaction is not an open-market sale but a mechanism to satisfy tax liabilities arising from equity compensation.

How do the restricted stock units reported for OneSpan (OSPN) vest for Lara Mataac?

Each restricted stock unit represents a right to receive one OneSpan common share. The units vest over three years starting May 14, 2024, with one-third vesting on May 14, 2025, and one-sixth of the shares vesting every six months thereafter until fully vested.

Are the OneSpan (OSPN) insider transactions by Lara Mataac open-market buys or sells?

The transactions are not open-market buys or sells. They consist of a derivative exercise converting awards into 1,133 common shares and an F-code tax-withholding disposition of 333 shares, both typical for equity compensation rather than discretionary trading in the open market.