PD Form 4: Bonita Stewart Receives Routine 12.4K RSU Grant

Rhea-AI Filing Summary

PagerDuty, Inc. (PD) filed a Form 4 reporting insider activity by non-employee director Bonita C. Stewart. On 06/26/2025 she received 12,416 Restricted Stock Units (RSUs) under the company’s director compensation program. Each RSU converts into one share of common stock upon vesting and carries no exercise price. The award will fully vest on the earlier of the first anniversary of the grant date or immediately prior to the next annual shareholders’ meeting, provided continuous board service. Following this grant, Stewart’s aggregate direct beneficial ownership increased to 47,304 shares, a figure that includes previously granted RSUs. No dispositions, sales, or derivative transactions were reported, and the filing does not indicate any adoption of a Rule 10b5-1 trading plan. The transaction is routine compensation-related and does not, by itself, signal a change in the company’s financial outlook.

Insights

Financial Analyst

TL;DR: Routine RSU grant adds 12,416 shares to director’s holdings; neutral impact for investors.

The Form 4 discloses a standard equity compensation grant to director Bonita C. Stewart—12,416 RSUs that vest within a year. The grant aligns director incentives with shareholder interests but is immaterial to PagerDuty’s share count and does not involve cash outlay or market purchase. Total post-grant ownership stands at 47,304 shares, a negligible portion of PD’s outstanding float. No insider selling occurred, limiting any negative signal. Overall, the filing is administrative and non-impactful for valuation or liquidity considerations.

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
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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^*

Stewart Bonita C.

(Last) (First) (Middle)

C/O PAGERDUTY, INC.

600 TOWNSEND STREET, SUITE 200

(Street)

SAN FRANCISCO CA 94103

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PagerDuty, Inc. [ PD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/26/2025

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	06/26/2025		A		12,416(1)	A	$0	47,304(2)	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

Explanation of Responses:

1. Represents 12,416 Restricted Stock Units acquired pursuant to the Issuer's Non-Employee Director compensation policy. Each Restricted Stock Unit represents a contingent right to receive one share of Common Stock of the Issuer and has no expiration date. The shares underlying the Restricted Stock Unit award shall fully vest on the earlier of the first anniversary of the grant date or immediately prior to the next Annual Meeting of stockholders, subject to Directors' continuous service to the Issuer on such date.

2. A portion of these shares represent restricted stock units.

Remarks:

	/s/ Irving Gomez, as Attorney-in-Fact, for Bonita C. Stewart	06/30/2025
	** 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

How many PagerDuty (PD) shares did Bonita C. Stewart acquire on 06/26/2025?

She acquired 12,416 Restricted Stock Units, each representing one share of common stock.

What type of security was involved in the Form 4 filing for PD?

The transaction involved Restricted Stock Units (RSUs) of PagerDuty common stock.

When will the newly granted RSUs to Bonita C. Stewart vest?

They fully vest on the earlier of the first anniversary of 06/26/2025 or immediately before the next annual meeting, subject to continued service.

What is Bonita C. Stewart’s total direct beneficial ownership after the transaction?

Her direct holdings increased to 47,304 shares of PagerDuty common stock.

Did the Form 4 report any sales of PagerDuty shares by the director?

No. The filing reports only an acquisition of RSUs; there were no dispositions or sales.