Pagerduty SEC Filings

PagerDuty CFO Howard Wilson reported an insider sale of 25,215 shares of common stock on 10/02/2025 at a reported price of $16.47 per share. The filing shows 748,641 shares beneficially owned after the transaction; the filing notes that some holdings are restricted stock units and that the disposed shares were withheld to satisfy a tax obligation on vesting and settlement of RSUs. The Form 4 was signed by an attorney-in-fact on 10/06/2025. This is a routine Section 16 transaction by an officer where shares were not sold on the open market for cash proceeds but were surrendered to cover taxes upon vesting.

Insider sale tied to RSU tax withholding at PagerDuty (PD). A company director, Dan Alexandru Solomon, reported on 10/06/2025 a small non-derivative disposition of 643 shares of PagerDuty common stock on 10/02/2025 at a price of $16.47 per share. The filing states these shares were automatically withheld by the issuer to satisfy a tax obligation arising when restricted stock units vested and settled. After the transaction the reporting person beneficially owns 2,656,332 shares, a position that the form notes includes a portion held as restricted stock units.

Paul D. Underwood, Chief Accounting Officer of PagerDuty, Inc. (PD), reported a sale of 1,898 shares of common stock on 10/02/2025 at a price of $16.47 per share. After the reported disposition, he beneficially owns 82,201 shares. The filing states the sale code reflects shares withheld by the company to satisfy a tax obligation triggered when restricted stock units vested and settled; the filing also notes that a portion of the reported holdings are restricted stock units.

PagerDuty, Inc. disclosed a Board-approved increase to its share repurchase authorization, raising the program to $200 million from the prior $150 million. As of July 31, 2025, $150 million of capacity remained under the earlier program. The expanded Share Repurchase Program permits purchases via open-market transactions, privately negotiated deals, or Rule 10b5-1 plans, will be funded from existing cash balances, and is expected to run through March 13, 2027 unless changed by the Board. The company also furnished a press release with quarterly results as Exhibit 99.1 to the current report; that release is incorporated by reference for informational purposes but is not deemed "filed" under the Exchange Act.

In Amendment No. 8 to its Schedule 13G, ARK Investment Management LLC and its founder Catherine D. Wood report a 9.33 % passive stake in PagerDuty, Inc. (PD) as of 30 June 2025. The filing discloses 8,602,635 common shares beneficially owned. ARK has sole voting power over 8,026,496 shares and shared voting power over 191,865 shares; it retains sole dispositive power for the full 8.6 million-share position. Wood, as control person, shares voting authority over 8,218,361 shares and shares dispositive authority over the entire holding.

The position surpasses the 5 % threshold that mandates a 13G filing, indicating material institutional ownership but is certified as being held in the ordinary course of business with no intent to influence control. No ARK client other than the ARK Innovation ETF owns more than 5 % of the class. The amendment updates ownership levels only; it provides no transaction dates, pricing data or comparative changes versus prior amendments.

PagerDuty (PD) Form 3: Newly appointed Chief Accounting Officer Paul D. Underwood has filed his initial beneficial ownership report. He directly holds 84,099 restricted stock units granted on 2 Jul 2025 under the 2019 Equity Incentive Plan. Each RSU converts into one share of common stock and has no expiration date; 1/16 of the award vests quarterly contingent on his continued employment. The filing shows no indirect holdings, derivative securities, or open-market transactions. It establishes Underwood as a Section 16 insider but does not change PagerDuty’s share count or disclose any financial performance data, so the immediate valuation impact is negligible.

PagerDuty (PD) Form 4 insight: Director Dan Alexandru Solomon sold 48 common shares on 07/25/2025 at an average price of $18.00 per share, generating roughly $864 in gross proceeds. The transaction was executed under a pre-arranged Rule 10b5-1 trading plan adopted 09/10/2024. After the sale, Solomon still beneficially owns 2,656,975 PD shares, a stake that includes restricted stock units. Ownership remains recorded as direct. No derivative security activity was reported. The filing represents a routine, de minimis sale amounting to far less than 0.01 % of the insider’s holdings and does not alter board relationship or control status.