Mitra Rezvan - Mar 9, 2022 Form 3 Insider Report for PagerDuty, Inc. (PD)

Role: Principal Accounting Officer
Signature: /s /Stacey A. Giamalis, Attorney-in-Fact for Mitra Rezvan
Stock symbol: PD
Transactions as of: Mar 9, 2022
Transactions value $: $0
Form type: 3
Date filed: 3/17/2022, 09:26 PM
Next filing: Apr 5, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	PD	Common Stock						54.8K	Mar 9, 2022	Direct	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
holding	PD	Stock Option (Right to buy)							Mar 9, 2022	Common Stock	80K	$14.52	Direct	F2
holding	PD	Stock Option (Right to buy)							Mar 9, 2022	Common Stock	10K	$5.87	Direct	F3
holding	PD	Stock Option (Right to buy)							Mar 9, 2022	Common Stock	100K	$5.87	Direct	F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Included in this number are 49,472 unvested restricted stock units acquired pursuant to the Issuer's 2019 Employee Incentive Plan, 27,241 of which were granted on October 2, 2021 and shall vest 30% on the first and second anniversaries of the grant date and the remaining 40% shall vest on the third anniversary of the grant date, 11,710 of which were granted on April 2, 2021 and vests 1/13th on each quarterly anniversary of the grant date through April 2, 2025 and 10,521 of which were granted on April 2, 2020 and vests 1/9th on each quarterly anniversary of the grant date through April 2, 2024, subject to continuous service to the Issuer on each vesting date. Each restricted stock unit represents a contingent right to receive one share of Common Stock of the Issuer and has no expiration date.
F2	The option becomes exercisable as follows: (a) for 40,000 shares of 80,000 shares, 25% of the shares subject to option (a) shall vest on 3/8/2020 and 1/48th per month thereafter and (b) for the remaining 40,000 shares of 80,000 shares, 25% of the shares subject to option (b) shall vest on 3/8/2021 and 1/48th per month thereafter for a total vesting period of 60 months, subject to our right to repurchase unvested shares in the event the reporting person's employment terminates.
F3	The option becomes exercisable as follows: 25% of the shares vest on April 1, 2019 and the remaining shares vest 1/48th monthly thereafter for a total vesting period of 48 months, subject to our right to repurchase unvested shares in the event the reporting person's employment terminates.
F4	The option became exercisable as follows: (a) with respect to the Incentive Stock Option shares, 17,050 of the shares first became exercisable on the Date of Grant, an additional 17,050 of the shares first became exercisable on January 1 in each of 2018, 2019 and 2020, and the remaining 10,417 shares first became exercisable on January 1, 2021; and (b) with respect to the Nonstatutory Stock Option shares, all of the 21,383 shares first became exercisable on the Date of Grant.