OneSpan Inc. — Director's Dealing 2020

Feb 7, 2020

SEC Form 4/A — Form 4/A

Issuer: OneSpan Inc. (OSPN)
CIK: 0001044777
Period of Report: 2019-06-12

Reporting Person: Clements Scott (Director, President and CEO)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-06-12	Restricted Stock Units	$	A	54003	Acquired		Common Stock (54003)	Direct
2019-06-12	Performance Stock Units	$	A	81005	Acquired	2021-12-31	Common Stock (81005)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $0.001 par value	96109	Direct

Footnotes

F1: The reporting person's number of shares of common stock owned was previously overstated by 54,003 shares, which is the number of shares awarded in a June 12, 2019 restricted stock unit grant that should have been reported in Table II instead of Table I. The number of shares of common stock owned was overstated on this reporting person's Form 4 documents filed on June 14, 2019, July 8, 2019, December 5, 2019, and January 7, 2020.

F2: The reporting person received a restricted stock unit grant upon approval of the OneSpan Inc. 2019 Omnibus Incentive Plan (the "2019 Plan") at the Annual Meeting of Stockholders of OneSpan Inc. held on June 12, 2019. The 2019 Plan was approved by the Board on February 1, 2019, subject to stockholder approval. Each restricted stock unit represents a contingent right to receive one share of OneSpan's common stock.

F3: The shares acquired are restricted stock units and vest pro-rata over four years on the semi-annual anniversaries of the grant date.

F4: Not applicable.

F5: Each performance stock unit represents a right to receive one share of OneSpan's common stock. The performance stock units cliff vest at the expiration date if the performance criteria established by the Compensation Committee of the Board are met.