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OneSpan Inc. Director's Dealing 2021

Mar 17, 2021

32649_dirs_2021-03-17_afec5d10-6875-450b-abea-7198e8be5a41.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: OneSpan Inc. (OSPN)
CIK: 0001044777
Period of Report: 2021-03-15

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

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2021-03-15 Common Stock, $0.001 par value A 60526 $25.42 Acquired 201527 Direct
2021-03-15 Common Stock, $0.001 par value F 26571 $25.42 Disposed 174956 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2021-03-15 Performance Stock Units $ P 62308 Disposed 2020-12-31 Common Stock (62308) Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Restricted Stock Units $ Common Stock (47114) 47114 Direct
Restricted Stock Units $ Common Stock (45419) 45419 Direct
Restricted Stock Units $ Common Stock (27002) 27002 Direct
Performance Stock Units $ 2023-12-31 Common Stock (70671) 70671 Direct
Performance Stock Units $ 2022-12-31 Common Stock (90837) 90837 Direct
Performance Stock Units $ 2021-12-31 Common Stock (81005) 81005 Direct

Footnotes

F1: The reporting person received a performance stock unit grant on January 4, 2018. Each performance stock unit represents a right to receive one share of OneSpan's common stock. The performance stock units cliff vested at the expiration date, and were earned at 97% of target on March 15, 2021 as the performance criteria established by the Compensation Committee of the Board were partially achieved.

F2: The shares were sold to cover tax withholding obligations for the vest of performance stock units.

F3: The reporting person received a restricted stock unit grant on February 18, 2021. Each restricted stock unit represents a contingent right to receive one share of OneSpan's common stock.

F4: The shares acquired are restricted stock units and vest pro-rata over four years on the semi-annual anniversaries of the grant date.

F5: Not applicable.

F6: The reporting person received a restricted stock unit grant on January 15, 2020. Each restricted stock unit represents a contingent right to receive one share of OneSpan's common stock.

F7: 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.

F8: The reporting person received a performance stock unit grant on February 18, 2021. 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.

F9: The reporting person received a performance stock unit grant on January 15, 2020. 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.

F10: The reporting person received a performance stock unit grant on February 1, 2019. 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.