PagerDuty, Inc.·4

May 20, 4:12 PM ET

Tejada Jennifer 4

4 · PagerDuty, Inc. · Filed May 20, 2026

Research Summary

AI-generated summary of this filing

Updated

PagerDuty (PD) Exec Chair Jennifer Tejada Exercises Options, Sells Shares

What Happened

  • Jennifer Tejada, Executive Chair and director of PagerDuty (PD), exercised/converted a total of 463,501 derivative/share awards (358,400 on 2026-05-18 and 105,101 on 2026-05-19) at $2.00 per share (cost = $927,002) and sold the same 463,501 shares on the open market for total gross proceeds of $3,228,931 (sales on 5/18 and 5/19). The transactions were effectively a cashless exercise followed by immediate sales; gross proceeds minus exercise cost ≈ $2,301,929.
  • The filing also reports derivative conversions listed with $0 proceeds that reflect the mechanics of the exercise/conversion (see footnotes).

Key Details

  • Transaction dates: 2026-05-18 and 2026-05-19; Form 4 filed 2026-05-20 (no late filing indicated).
  • Exercise price: $2.00 per share for 463,501 shares (total exercise cash paid ≈ $927,002).
  • Sale prices (weighted averages): 358,400 shares sold 5/18 at $6.98 (range $6.68–$7.085); 105,101 shares sold 5/19 at $6.92 (range $6.78–$7.24). Total sale proceeds ≈ $3,228,931.
  • Net cash to insider (roughly): $3,228,931 − $927,002 ≈ $2,301,929 (before taxes/fees).
  • Shares owned after transaction: not specified in the provided filing details.
  • Notable footnotes: sales were effected pursuant to a 10b5-1 trading plan adopted 9/10/2025 (F1); a portion of the shares represent restricted stock units (RSUs) (F2); weighted-average sale price ranges disclosed and available on request (F3, F4). Footnote F5 describes the original option vesting schedule.

Context

  • This is a common pattern: exercising vested options or converting awards and immediately selling the resulting shares under a pre-established 10b5-1 plan. Such transactions are typically routine monetizations of vested compensation rather than a straightforward bullish or bearish signal.
  • For retail investors: purchases by insiders can be more informative than routine sales. Here, Tejada did not end up increasing her stake—she converted/exercised awards and sold them under her trading plan.

Insider Transaction Report

Form 4
Period: 2026-05-18
Tejada Jennifer
DirectorExecutive Chair
Transactions
  • Exercise/Conversion

    Common Stock

    [F1][F2]
    2026-05-18$2.00/sh+358,400$716,8002,107,861 total
  • Exercise/Conversion

    Common Stock

    [F1][F2]
    2026-05-19$2.00/sh+105,101$210,2022,212,962 total
  • Sale

    Common Stock

    [F3][F2]
    2026-05-18$6.98/sh358,400$2,501,6321,854,562 total
  • Sale

    Common Stock

    [F4][F2]
    2026-05-19$6.92/sh105,101$727,2991,749,461 total
  • Exercise/Conversion

    Stock Option (Right to Buy)

    [F5]
    2026-05-18358,400504,048 total
    Exercise: $2.00Exp: 2026-07-21Common Stock (358,400 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    [F5]
    2026-05-19105,101398,947 total
    Exercise: $2.00Exp: 2026-07-21Common Stock (105,101 underlying)
Holdings
  • Common Stock

    (indirect: By Trust)
    171,870
  • Common Stock

    (indirect: By Trust)
    4,456
  • Common Stock

    (indirect: By Trust)
    4,456
  • Common Stock

    (indirect: By Trust)
    11,527
  • Common Stock

    (indirect: By Trust)
    11,527
  • Common Stock

    (indirect: By Trust)
    31,368
  • Common Stock

    (indirect: By Trust)
    31,368
Footnotes (5)
  • [F1]This transaction was effected pursuant to a 10b5-1 trading plan adopted by the reporting person on September 10, 2025.
  • [F2]A portion of these shares represent restricted stock units.
  • [F3]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.68 to $7.085 per share, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  • [F4]The reported price in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $6.78 to $7.24 per share, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or to the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
  • [F5]The option becomes exercisable as follows: (a) 50,000 of 250,000 shares become exercisable on the 7/22/2016 and an additional 50,000 shares subject to the incentive stock option first become exercisable on January 1 in each of 2017, 2018, 2019, and 2020; and (b) 3,638,426 shares first become exercisable on 7/22/2016, subject to our right to repurchase unvested shares in the event the reporting person's employment terminates. 12/48th of the part (b) shares vests on the 12-month anniversary of 7/18/2016 and 1/48th of the part (b) shares vests monthly thereafter for a total vesting period of 48 months.
Signature
/s/ Christopher Ferro, as Attorney-in-Fact for Jennifer Tejada|2026-05-20

Documents

4 files
  • 4
    wk-form4_1779307950.xmlPrimary

    FORM 4

  • EX-24
  • GRAPHIC
    jtejada2026poaapril2026001.jpg

    EX-24

  • GRAPHIC
    jtejada2026poaapril2026002.jpg

    EX-24