Martell Jorge Garcia 4

What Happened

• Jorge Martell, Chief Financial Officer of OneSpan (OSPN), reported the vesting/conversion of 1,133 restricted stock units (RSUs) into common shares on May 14, 2026 (transaction code M). To satisfy tax withholding obligations (code F), 333 of those shares were disposed at $12.18 each, generating $4,056. The net result was an increase of 800 shares delivered to the insider.

Key Details

• Transaction date: 2026-05-14
• Converted/issued: 1,133 shares via RSU exercise/conversion (code M) at $0.00 per share (RSUs convert into shares)
• Withheld/disposed for taxes: 333 shares at $12.18 each for $4,056 (code F)
• Net shares delivered to insider: 800 shares (1,133 issued minus 333 withheld)
• Shares owned after transaction: Not disclosed in the provided filing
• Footnotes: F1 — each RSU equals one share; F2 — RSUs vest over three years beginning May 14, 2024 (1/3 vested May 14, 2025; then 1/6 every six months)
• Filing timeliness: Report filed the same day as the transactions (timely)

Context

• This was a routine RSU vesting event with tax-withholding in shares (common administrative treatment), not a voluntary open-market sell. The 333-share disposition reflects withholding to cover taxes rather than a signal of active selling by the insider.