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[Form 4] OneSpan Inc. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

OneSpan Inc. (OSPN) Chief Financial Officer reported equity transactions on 11/14/2025 related to vesting of restricted stock units. The filing shows the conversion of 1,132 restricted stock units into an equal number of common shares at an exercise price of $0, reflecting the vesting of previously granted awards. To cover taxes, 548 shares of common stock were disposed of at $12.67 per share. After these transactions, the officer directly owned 118,810 shares of common stock and held 3,398 restricted stock units. The RSUs vest over three years starting on May 14, 2025, with one-third vesting on that date and one-sixth vesting every six months thereafter.

Positive
  • None.
Negative
  • None.
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*
Martell Jorge Garcia

(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)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
11/14/2025
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 11/14/2025 M 1,132 A $0(1) 119,358 D
Common Stock 11/14/2025 F 548 D $12.67 118,810 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 Unit $0(1) 11/14/2025 M 1,132 (2) (2) Common Stock 1,132 $0(1) 3,398 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, 2025, 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, Attorney in Fact 11/17/2025
** 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.

FAQ

What did OneSpan (OSPN) disclose in this Form 4 filing?

The filing reports that OneSpan Inc.'s Chief Financial Officer had restricted stock units vest on 11/14/2025, resulting in common stock being acquired and some shares being withheld to satisfy tax obligations.

How many OneSpan (OSPN) shares did the CFO acquire and dispose of?

The CFO acquired 1,132 shares of OneSpan common stock upon RSU vesting at an exercise price of $0, and 548 shares were disposed of at $12.67 per share, noted as a tax-related transaction.

How many OneSpan (OSPN) shares and RSUs does the CFO hold after the transactions?

Following the reported transactions, the CFO directly owned 118,810 shares of OneSpan common stock and held 3,398 restricted stock units beneficially.

What is the vesting schedule of the OneSpan (OSPN) restricted stock units?

The restricted stock units vest over three years starting on May 14, 2025, with one-third of the shares vesting on that date and one-sixth vesting every six months thereafter.

What does each restricted stock unit represent for OneSpan (OSPN)?

Each restricted stock unit represents a contingent right to receive one share of OneSpan Inc. common stock, as stated in the explanation of responses.

Who is the reporting person in this OneSpan (OSPN) Form 4?

The reporting person is an officer of OneSpan Inc., serving as the company’s Chief Financial Officer, who filed the Form 4 as a single reporting person.

Onespan Inc

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Software - Infrastructure
Services-computer Integrated Systems Design
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United States
BOSTON