DOCUSIGN, INC. — Director's Dealing 2022

Oct 18, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: DOCUSIGN, INC. (DOCU)
CIK: 0001261333
Period of Report: 2022-10-14

Reporting Person: Thygesen Allan C. (Director, President and CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-10-14	Restricted Stock Units	$	A	367910	Acquired		Common Stock (367910.0)	Direct
2022-10-14	Restricted Stock Units	$	A	183955	Acquired		Common Stock (183955.0)	Direct
2022-10-14	Performance Stock Units	$	A	183955	Acquired		Common Stock (183955.0)	Direct
2022-10-14	Performance Stock Units	$	A	2182056	Acquired		Common Stock (2182056.0)	Direct

Footnotes

F1: Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's common stock.

F2: The RSUs will vest 100% on the one year anniversary of the vesting commencement date of October 9, 2022, subject to the Reporting Person being a service provider through such date.

F3: The RSUs do not expire; they either vest pursuant to their vesting schedule or are canceled prior to their final vesting date.

F4: The RSUs will vest in equal quarterly installments over four years, with a vesting commencement date of October 10, 2022, in each case subject to the Reporting Person being a service provider through each such date.

F5: Each performance-vested restricted stock unit ("PSU") represents a contingent right to receive one share of Issuer common stock.

F6: The PSUs will vest depending on the Company's total shareholder return ("TSR") over: (i) 12 month, (ii) 24 month and (iii) 36 month performance periods (each, a "Performance Period") over a total three-year period, relative to companies in the Nasdaq Composite Total Return Index (the "Index TSR"), subject to continued employment as CEO, or in certain situations, as executive chairman ("continuous CEO service"). If the Company's TSR is less than 25 points as compared to the Index TSR during the applicable Performance Period, no PSUs are eligible to vest. If the Company's TSR is negative, the maximum number of PSUs that may vest is capped at 100% of the Target number of PSUs. For each of the 12 month and 24 month Performance Periods, the maximum number of eligible PSUs may not exceed 1/3 of the Target PSUs. In any case, the maximum number of PSUs that may vest over the total three-year Performance Period will be capped at 200% of the Target number of PSUs.

F7: The PSUs shall vest subject to the achievement of stock price targets ("Shareholder Value Creation (SVC) PSUs") over a 7-year period ("SVC Performance Period"). The SVC PSUs are divided into 6 separate tranches (each, a "Tranche") that require achievement of certain share price targets (each, a "Share Price Target"). Tranches 1-5 are eligible to be achieved during a 5-year performance period, and to the extent achieved, will vest 50% upon achievement and 50% upon the 2-year anniversary of achievement, subject to the Reporting Person's continuous CEO service on such dates. Tranche 6 is eligible to be earned during a 7-year performance period, and to the extent earned, will vest 50% upon achievement and 50% upon the 2-year anniversary of achievement, subject to the Reporting Person's continuous CEO service on such dates. In no event will any Tranche vest prior to October 14, 2023 due to an earlier achievement of a stock price target.