[8-K] PagerDuty, Inc. Reports Material Event

Rhea-AI Filing Summary

PagerDuty, Inc. filed an 8-K announcing that it reported financial results for the quarter ended October 31, 2025, via a press release furnished as an exhibit. The company also disclosed that its Chief Financial Officer and principal financial officer, Owen Howard Wilson, has notified PagerDuty of his intention to retire after a successor is identified and appointed. He will continue to serve as CFO and principal financial officer until his retirement date, which has not yet been determined, providing continuity during the transition.

Insights

Equity & Governance Analyst

PagerDuty reports quarterly results and plans an orderly CFO transition.

PagerDuty reported financial results for the quarter ended October 31, 2025 through a press release furnished as an exhibit, a standard way for public companies to share detailed earnings information. The 8-K itself does not list the revenue, profit, or guidance figures, but confirms that the company has completed its regular quarterly disclosure.

The filing also notes that Chief Financial Officer Owen Howard Wilson intends to retire after the company identifies and appoints a successor. He will remain CFO and principal financial officer until his retirement date is set, which supports continuity in financial leadership during the search. The impact on the business will depend on the choice and timing of the new CFO, which are not specified here.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_________________________

FORM 8-K

_________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 22, 2025

_________________________

PAGERDUTY, INC.

(Exact name of registrant as specified in its charter)

_________________________

Delaware			001-38856			27-2793871
(State or Other Jurisdiction of Incorporation)			(Commission File Number)			(IRS Employer Identification No.)
600 Townsend St., Suite 200 San Francisco, California						94103
(Address of Principal Executive Offices)						(Zip Code)

(844) 800-3889

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)  

_________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

¨			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Common Stock, $0.000005 par value per share

PD

New York Stock Exchange (NYSE)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 2.02    Results of Operations and Financial Condition

On November 25, 2025, PagerDuty, Inc. (the "Company") reported financial results for the quarter ended October 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference.

The press release is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information shall not be deemed incorporated by reference into any other filing with the Securities and Exchange Commission made by PagerDuty, Inc., whether made before or after today’s date, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific references in such filing.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On November 22, 2025, Owen Howard Wilson notified the Company of his intention to retire as the Company's Chief Financial Officer and principal financial officer following the Company’s identification and appointment of a successor. Mr. Wilson will remain the Company’s Chief Financial Officer and principal financial officer through the date of his retirement, which date has not yet been determined.

Item 9.01    Financial Statements and Exhibits

(d)    Exhibits

Exhibit No.						Description
99.1						Press Release Issued by PagerDuty, Inc. dated November 25, 2025
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			PagerDuty, Inc.
Date: November 25, 2025			By:			/s/ Irving Gomez
			Name:			Irving Gomez
			Title:			Vice President, Deputy General Counsel & Secretary