Every 8-K that PagerDuty, Inc. (PD) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow PD and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full PD filings page.
PagerDuty, Inc. (PD) reported second quarter fiscal 2027 results for the period ended July 31, 2026, showing modest top-line growth but solid profitability and cash generation. Revenue was $124.4 million, up 0.8% year over year, while operating income rose to $10.2 million with an 8.2% operating margin. Non-GAAP operating income was $29.5 million with a 23.7% non-GAAP operating margin. Net income attributable to common stockholders was $4.7 million, or $0.06 per diluted share, marking a fifth consecutive quarter of GAAP profitability. Free cash flow was $32.8 million, and cash, cash equivalents, and investments totaled $470.0 million. Annual Recurring Revenue reached $501 million, with a dollar-based net retention rate of 98%.
The company is implementing a restructuring that reduces current headcount by about 15% as part of a global scaling initiative to align resources with strategic priorities. PagerDuty expects to incur non-recurring charges of $5.5–$7.5 million, primarily severance and related costs, mostly in the third quarter of fiscal 2027, with implementation substantially complete by the end of the fourth quarter of fiscal 2027. For the third quarter, PagerDuty guides to revenue of $123–$125 million and non-GAAP diluted EPS of $0.34–$0.36; for full fiscal 2027 it expects revenue of $491.5–$496.5 million and non-GAAP operating margin of 25–26%.
PagerDuty, Inc. reported that Elena Gomez resigned from its Board of Directors and Audit Committee, effective July 11, 2026. The company stated her resignation was not due to any disagreement regarding operations, policies, or practices.
On July 14, 2026, the Board appointed Alex Shootman as a Class I director to fill the vacancy, with a term expiring at the 2029 Annual Meeting of Stockholders, and named him to the Audit and Compensation Committees. He will receive compensation under the existing Non-Employee Director Compensation Policy and enter into the standard indemnification agreement. PagerDuty also furnished a Regulation FD press release announcing these board changes.
PagerDuty, Inc. reported the results of its 2026 annual meeting of stockholders. Holders of 66,113,579 common shares were present in person or by proxy, representing 86.25% of the voting power as of the April 20, 2026 record date, which met quorum requirements.
Stockholders elected four Class I directors — Donald J. Carty, Sarah Franklin, William Losch and Jennifer Tejada — to serve until the 2029 annual meeting or until their successors are elected and qualified. Each director received more votes "for" than "withheld," with Carty receiving 41,973,771 votes for and 11,699,473 withheld.
Stockholders also ratified the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending January 31, 2027, with 65,873,998 votes for and 177,818 against. In an advisory, non-binding vote, stockholders approved the compensation of the company’s named executive officers, with 45,924,468 votes for and 7,133,053 against.
PagerDuty, Inc. has appointed Eric Prengel as Chief Financial Officer effective June 22, 2026, succeeding longtime CFO Howard Wilson, who will serve as a Strategic Advisor until no later than February 28, 2027 as part of a planned leadership transition.
Under his offer letter, Prengel will receive an annual base salary of $460,000 and a target annual bonus equal to 75% of his base salary, with his fiscal 2027 bonus prorated. He is also slated to receive a time-based restricted stock unit award covering 600,000 shares and a performance-based restricted stock unit award covering 300,000 shares at target, both to be granted on the company’s first regular quarterly grant date following his start. Prengel will participate as a Tier 2 Participant in PagerDuty’s Amended and Restated Executive Severance and Change in Control Policy and will enter into the company’s standard indemnification agreement.
PagerDuty reported another profitable quarter and launched a new buyback. For Q1 fiscal 2027, ended April 30, 2026, revenue was $120.97 million, up 1% year over year. GAAP net income attributable to common stockholders was $10.25 million, or $0.13 per diluted share, with non-GAAP net income of $25.82 million, or $0.32 per diluted share.
Non-GAAP operating income was $29.74 million, giving a 24.6% non-GAAP operating margin, and free cash flow was $41.19 million. Annual Recurring Revenue was $496 million, flat year over year, with a dollar-based net retention rate of 97%. Cash, cash equivalents, and investments totaled $444 million.
The board authorized a new $100 million share repurchase program expected to run through May 26, 2028, funded from existing cash, replacing prior completed programs. PagerDuty reaffirmed full-year fiscal 2027 revenue guidance of $488.5–$496.5 million and raised its non-GAAP EPS outlook to $1.27–$1.32. The company also appointed John DiLullo as Chief Executive Officer, with former CEO Jennifer Tejada becoming Executive Chair.
PagerDuty, Inc. announced a leadership transition, appointing John DiLullo as Chief Executive Officer effective May 11, 2026, with long-time CEO Jennifer Tejada moving to Executive Chair and then to a non-employee board role through the 2027 annual meeting.
DiLullo’s compensation includes a $600,000 base salary, a $600,000 target annual bonus, a $300,000 sign-on bonus, and equity awards with an aggregate target value of $19 million, combining time-based, performance-based, and stock-price-based RSUs. Severance protections increase in connection with a change in control.
The company reaffirmed its outlook for fiscal 2027, expecting first-quarter revenue of $118 million to $120 million and full-year revenue of $488.5 million to $496.5 million. Non-GAAP net income per diluted share is projected at $0.23 to $0.25 for the first quarter and $1.23 to $1.28 for the full year.
PagerDuty, Inc. reported modest growth but a strong profitability shift for the fourth quarter and full fiscal year 2026. Q4 revenue rose 2.7% year over year to $124.8 million, with GAAP operating income of $4.5 million and net income of $11.0 million, its third consecutive profitable quarter.
For the full year, revenue reached $492.5 million, up 5.4%, while GAAP net income was $173.9 million, marking the company’s first full year of GAAP profitability. Non-GAAP operating margin improved to 24.6%, and free cash flow was $102.7 million. ARR was $499 million, up 1% year over year, with a dollar-based net retention rate of 98%.
The company ended January 31, 2026 with $469.8 million in cash, cash equivalents, and investments. For fiscal 2027, PagerDuty guides to revenue of $488.5–$496.5 million and non-GAAP diluted EPS of $1.23–$1.28, indicating stable revenue and higher expected earnings.
PagerDuty, Inc. reported that it has entered into a Transition Agreement with its Chief Financial Officer and principal financial officer, Owen Howard Wilson, in connection with his previously disclosed retirement. He is expected to remain in the CFO role until a new CFO’s employment begins, referred to as the Appointment Date.
After the Appointment Date, Mr. Wilson is anticipated to continue as a full-time strategic advisor in a non-officer capacity until no later than February 28, 2027, with an anticipated annual salary of $475,000. His existing equity awards will continue to vest under their current terms, and his employment will remain on an at-will basis. The full Transition Agreement is filed as Exhibit 10.1.
PagerDuty, Inc. reported that its Board of Directors appointed Scott Aronson as a Class II director, effective February 9, 2026, with a term running until the 2027 annual meeting. To accommodate his addition, the Board size will increase from nine to ten members, and the Class II group will expand from two to three directors.
Aronson will also join the Board’s Audit Committee on February 9, 2026. The company states there were no special arrangements leading to his appointment and no related party transactions requiring disclosure. He will receive compensation under PagerDuty’s standard Non-Employee Director Compensation Policy and will sign the company’s standard indemnification agreement. PagerDuty issued a press release about his appointment on January 20, 2026.
PagerDuty, Inc. reported that Alex Solomon has retired from its Board of Directors effective December 30, 2025, stepping down as a Class II director for personal reasons. The company stated that his resignation was not due to any disagreement regarding its operations, policies, or practices, indicating no underlying business dispute.
Following his departure, the Board size has been reduced to nine members, and the number of Class II directors is now two. PagerDuty plans to add an independent director to the Board in the near future, which would refill the vacancy created by Solomon’s retirement.
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.
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.