PagerDuty, Inc. — Director's Dealing 2020

Mar 30, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PagerDuty, Inc. (NYSE:PD)
CIK: 0001568100
Period of Report: 2020-03-25

Reporting Person: Kurzweil Ethan (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-03-25	Common Stock	S	0	$0.00	Disposed	0	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	16007	Indirect

Footnotes

F1: On March 25, 2020 Bessemer Venture Partners VIII Institutional L.P. ("BVP VIII Inst") and Bessemer Venture Partners VIII, L.P. ("BVP VIII", and together with BVP VIII Inst, the "Funds") sold 128,897 shares of Common Stock and 35,869 shares of Common Stock, respectively. The Funds' shares were sold in multiple executions at a price per share ranging from $18.54 to $18.58, with an average execution price per share of $18.57. Each of the Funds hereby undertakes, upon request of the Staff of the U.S. Securities and Exchange Commission, the Issuer or a security holder of the Issuer, to provide full information regarding such individual executions. After the reported transaction, BVP VIII held 2,411,623 shares of Common Stock of the Issuer and BVP VIII Inst held 2,900,323 shares of Common Stock of the Issuer.

F2: The Reporting Person has a passive economic interest in the shares held by the Funds through an interest in (1) BVP VIII and (2) Deer VIII & Co. L.P. ("Deer L.P."), the general partner of each of the Funds. The Reporting Person disclaims beneficial ownership of the securities held by the Funds, except to the extent of his pecuniary interest, if any, in such securities by virtue of his interest in Deer L.P. and his indirect limited partnership interest in BVP VIII. This report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities.

F3: These share are held by the KurzTrust.