PagerDuty, Inc. filings document the public-company record for a NYSE-listed digital operations software company whose common stock trades under PD. Form 8-K reports cover operating results, financial-condition updates, share repurchase authorization, board composition, officer designations and executive transition arrangements. These filings also identify the registered common stock, par value and exchange listing used in the company’s Exchange Act disclosures.
Proxy materials describe director elections, board classes, committee assignments, executive compensation, equity-award valuation, pay-versus-performance information and other shareholder voting matters. Together, the filings frame PagerDuty’s governance, compensation structure, capital actions and recurring financial reporting around the PagerDuty Operations Cloud business.
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, Inc. reported revenue of $120.967 million for the three months ended April 30, 2026, up slightly from the prior year. The company generated net income attributable to common stockholders of $10.246 million, compared with a loss a year earlier, and diluted earnings per share of $0.13.
Operating margin improved as operating expenses fell 16% year over year, driving income from operations of $9.183 million. Operating cash flow strengthened to $44.283 million, while PagerDuty repurchased 8.53 million shares for $65.456 million. Annual recurring revenue was $495.6 million with a dollar-based net retention rate of 97%. Subsequent to quarter end, the board authorized a new $100 million share repurchase program and appointed John DiLullo as Chief Executive Officer, with former CEO Jennifer Tejada transitioning to Executive Chair.
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. Executive Chair Jennifer Tejada exercised stock options and sold shares in paired transactions. She exercised options to acquire 463,501 shares of common stock at $2.00 per share, then sold the same number of shares in open‑market trades at weighted average prices of $6.92 and $6.98 per share.
Following these trades, she holds 1,749,461 shares of PagerDuty common stock directly, plus additional indirect holdings through several grantor retained annuity trusts and the Langford Island Trust. The filing notes that at least one sale was made under a pre‑arranged Rule 10b5‑1 trading plan, indicating these dispositions were scheduled in advance.
PagerDuty, Inc. reported that Chief Executive Officer John D. DiLullo received a grant of 824,499 shares of Common Stock in the form of restricted stock units under the company’s 2019 Equity Incentive Plan. This is a compensation award rather than an open‑market purchase.
The award was granted on May 11, 2026 and vests over four years. Twenty‑five percent of the shares vest on April 2, 2027, with the remaining 75% vesting in twelve equal quarterly installments after that date. Each restricted stock unit converts into one share of Common Stock as it vests, and DiLullo’s reported direct holdings after this grant total 824,499 shares.
PagerDuty, Inc. filed an initial ownership report for Chief Executive Officer and director John D. DiLullo. This Form 3 filing establishes his status as an insider of the company but does not list any transactions or report any specific share or option holdings at this time.
PagerDuty, Inc. reporting persons D. E. Shaw & Co., L.P. and David E. Shaw state beneficial ownership of 3,985,100 shares of common stock, representing 5.2% of the class. The filing shows shared voting power of 3,909,400 shares and shared dispositive power of 3,985,100 shares. David E. Shaw disclaims beneficial ownership of the shares described and the signing exhibits include a power of attorney and a joint filing agreement.
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.