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PagerDuty (PD) director Teresa Carlson receives 21,816 RSUs in stock compensation grant

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Carlson Teresa reported acquisition or exercise transactions in this Form 4 filing.

PagerDuty director Teresa Carlson received an equity award rather than buying shares on the market. She was granted 21,816 Restricted Stock Units (RSUs) under PagerDuty’s Non-Employee Director Compensation policy, each representing the right to receive one share of common stock at no purchase price.

The RSUs will fully vest on the earlier of the first anniversary of the grant date or immediately before the next annual meeting of stockholders, as long as she continues serving as a director. After this grant, she directly holds 53,470 shares of common stock, including portions represented by RSUs.

Positive

  • None.

Negative

  • None.
Insider Carlson Teresa
Role null
Type Security Shares Price Value
Grant/Award Common Stock 21,816 $0.00 --
Holdings After Transaction: Common Stock — 53,470 shares (Direct, null)
Footnotes (1)
  1. Represents 21,816 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. A portion of these shares represent Restricted Stock Units.
RSUs granted 21,816 units Restricted Stock Units granted on 2026-06-18
Grant price $0.0000 per unit Equity compensation, not open-market purchase
Total shares after grant 53,470 shares Direct holdings following RSU award
Vesting trigger Earlier of 1-year anniversary or next annual meeting RSUs vest subject to continued board service
Restricted Stock Units financial
"Represents 21,816 Restricted Stock Units acquired pursuant to the Issuer's Non-Employee Director Compensation policy."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Non-Employee Director Compensation policy financial
"Represents 21,816 Restricted Stock Units acquired pursuant to the Issuer's Non-Employee Director Compensation policy."
contingent right financial
"Each Restricted Stock Unit represents a contingent right to receive one share of Common Stock of the Issuer"
Annual Meeting of stockholders financial
"shall fully vest on the earlier of the first anniversary of the grant date or immediately prior to the next Annual Meeting of stockholders"
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Carlson Teresa
(Last)(First)(Middle)
C/O PAGERDUTY, INC.
600 TOWNSEND ST., STE 200
(Street)
SAN FRANCISCO CALIFORNIA 94103
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
PagerDuty, Inc. [ PD ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/18/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock06/18/2026A21,816(1)A$053,470(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Represents 21,816 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/ Christopher Ferro, as Attorney-in-Fact for Teresa Carlson06/23/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Teresa Carlson report in this PagerDuty (PD) Form 4 filing?

Teresa Carlson reported receiving 21,816 Restricted Stock Units (RSUs) of PagerDuty common stock. This is an equity compensation grant to her as a non-employee director, not an open-market stock purchase or sale.

How many PagerDuty (PD) shares does Teresa Carlson hold after this grant?

After the RSU grant, Teresa Carlson holds 53,470 PagerDuty common shares directly. This figure includes shares underlying Restricted Stock Units, some of which will vest in the future if she continues serving as a director.

What are the vesting terms of Teresa Carlson’s PagerDuty (PD) RSU award?

The 21,816 Restricted Stock Units will fully vest on the earlier of the first anniversary of the grant date or immediately before PagerDuty’s next annual stockholder meeting, provided Carlson continues her service as a director through that vesting date.

Did Teresa Carlson pay cash for the PagerDuty (PD) RSUs reported on Form 4?

No, the reported RSUs were granted at a price of $0.0000 per unit. This indicates a stock-based compensation award rather than an open-market purchase, consistent with PagerDuty’s Non-Employee Director Compensation policy.

What does each PagerDuty (PD) Restricted Stock Unit represent for Teresa Carlson?

Each Restricted Stock Unit represents a contingent right to receive one share of PagerDuty common stock. The units have no expiration date, and delivery of shares depends on the RSUs vesting under the award’s service-based conditions.