Lara Mataac - 14 May 2025 Form 4 Insider Report for OneSpan Inc. (OSPN)

Role: General Counsel
Signature: /s/ Lara Mataac
Issuer symbol: OSPN
Transactions as of: 14 May 2025
Net transactions value: -$50,844
Form type: 4
Filing time: 14 May 2025, 20:27:40 UTC
Previous filing: 06 Mar 2025
Next filing: 13 Jun 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Mataac Lara	General Counsel	1 MARINA PARK DRIVE, UNIT 1410, BOSTON	/s/ Lara Mataac	14 May 2025	0001935707

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	OSPN	Common Stock	Options Exercise	$0	+8,492	+17%	$0.000000	57,050	14 May 2025	Direct	F1
transaction	OSPN	Common Stock	Tax liability	$40,137	-2,493	-4.4%	$16.10	54,557	14 May 2025	Direct
transaction	OSPN	Common Stock	Options Exercise	$0	+2,264	+4.1%	$0.000000	56,821	14 May 2025	Direct	F1
transaction	OSPN	Common Stock	Tax liability	$10,706	-665	-1.2%	$16.10	56,156	14 May 2025	Direct

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
transaction	OSPN	Restricted Stock Units	Options Exercise	$0	+8,492	+100%	$0.000000	16,984	14 May 2025	Common Stock	8,492		Direct	F1, F2
transaction	OSPN	Restricted Stock Unit	Options Exercise	$0	+2,264	+100%	$0.000000	4,530	14 May 2025	Common Stock	2,264		Direct	F1, F3

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

Explanation of Responses:

Id	Content
F1	Each restricted stock unit represents a contingent right to receive one share of OSPN common stock.
F2	On May 14, 2024, the reporting person was granted performance stock units (PSUs) that were eligible to be earned based upon the registrant's achievement of specified financial metrics for 2024. In February 2025, the registrant's Compensation Committee determined that the reporting person had earned 25,476 PSUs based on the 2024 financial metrics. On May 14, 2025, 8,492 of the earned PSUs vested. An additional one-third of the earned PSUs will vest on each of December 31, 2025 and December 31, 2026, assuming the reporting person continues to be employed by the registrant on each such date.
F3	The restricted stock units vest over three years starting on May 14, 2024, with one-third of the shares vesting on May 14, 2025 and one-sixth of the shares vesting every six months thereafter.