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OneSpan CEO exercises 6,299 RSUs into stock

OneSpan’s CEO exercised 6,299 RSUs into common stock, with 3,199 shares used to cover exercise price or tax liability and 18,898 RSUs remaining.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

OneSpan Inc. (OSPN) reported that CEO and President Victor Limongelli exercised 6,299 Restricted Stock Units into 6,299 shares of common stock on September 4, 2026. In connection with this vesting, 3,199 common shares were delivered or withheld for payment of exercise price or tax liability, and 18,898 Restricted Stock Units remain directly owned. Each RSU represents a contingent right to receive one share of common stock, and the RSUs vest over three years starting March 4, 2025. No Rule 10b5-1 trading plan is reported for these transactions.

Positive

  • None.

Negative

  • None.
Insider Limongelli Victor
Role CEO and President
Type Security Shares Price Value
Exercise Restricted Stock Units F1, F2 6,299 $0.00 $0.00
Exercise Common Stock F1 6,299 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 3,199 $16.70 $53K
Holdings After Transaction: Restricted Stock Units — 18,898 contracts (Direct); Common Stock — 106,532 shares (Direct)
Footnotes (2)
  1. F1. Each restricted stock unit represents a contingent right to receive one share of OSPN common stock.
  2. F2. The restricted stock units vest over three years starting on March 4, 2025, with one-third of the shares vesting on March 4, 2026 and one-sixth of the shares vesting every six months thereafter.
RSUs Exercised 6,299 units Restricted Stock Units converted into common stock on September 4, 2026
Common Shares Acquired 6,299 shares Common stock received upon RSU exercise on September 4, 2026
Shares Delivered/Withheld 3,199 shares Common shares delivered or withheld for payment of exercise price or tax liability
Per-Share Value for Delivery/Withholding $16.70 per share Value used for the 3,199 shares delivered or withheld
RSUs Remaining 18,898 units Restricted Stock Units directly owned following the RSU exercise
RSU Vesting Period 3 years RSUs vest over three years starting March 4, 2025
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive one share"
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.
contingent right financial
"represents a contingent right to receive one share of OSPN common stock"
vest financial
"The restricted stock units vest over three years starting on March 4, 2025"
A vest is the process by which an employee earns the right to receive certain benefits or ownership interests, such as stock or retirement funds, over time. It’s similar to earning a reward gradually, ensuring that the benefit becomes fully yours only after a set period or meeting specific conditions. This makes it important for investors because it determines when they can actually claim or use those benefits.
tax liability financial
"Payment of exercise price or tax liability by delivering or withholding securities"

FAQ

What insider transactions did OneSpan Inc. (OSPN) report for its CEO?

Victor Limongelli, CEO and President, exercised 6,299 Restricted Stock Units into 6,299 shares of common stock on September 4, 2026, and 3,199 common shares were delivered or withheld for payment of exercise price or tax liability.

How many OneSpan (OSPN) RSUs does the CEO hold after this Form 4?

After the reported transactions, Victor Limongelli directly holds 18,898 Restricted Stock Units. Each RSU represents a contingent right to receive one share of OneSpan common stock, subject to the vesting schedule disclosed.

At what price were OneSpan (OSPN) shares delivered or withheld in this Form 4?

In connection with the RSU exercise, 3,199 common shares were delivered or withheld at a value of $16.70 per share for payment of exercise price or tax liability on September 4, 2026.

What is the vesting schedule of the CEO’s OneSpan (OSPN) RSUs?

The filing states that the Restricted Stock Units vest over three years starting on March 4, 2025, with one-third vesting on March 4, 2026 and one-sixth vesting every six months thereafter.

Were the CEO’s OneSpan (OSPN) transactions under a Rule 10b5-1 plan?

No. The filing indicates that no Rule 10b5-1 plan is affirmed for these transactions; the related checkbox is marked as not applicable for a trading plan.

What types of securities are involved in this OneSpan (OSPN) Form 4?

The Form 4 involves Restricted Stock Units, each representing a contingent right to receive one share of common stock, and resulting common stock acquired upon exercise of those RSUs.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Learn about SEC filing dates
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*
Limongelli Victor

(Last)(First)(Middle)
C/O ONESPAN INC.
1 MARINA PARK DRIVE, UNIT 1410

(Street)
BOSTON MASSACHUSETTS 01220

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
CEO and President
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/04/2026
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 Stock09/04/2026M6,299A$0(1)109,731D
Common Stock09/04/2026F3,199D$16.7106,532D
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
Restricted Stock Units$0(1)09/04/2026M6,299 (2) (2)Common Stock6,299$0(1)18,898D
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 March 4, 2025, with one-third of the shares vesting on March 4, 2026 and one-sixth of the shares vesting every six months thereafter.
/s/ Lara Mataac, Attorney in Fact09/08/2026
** 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)

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