X0306 4/A 2019-08-01 2020-02-06 0 0001044777 OneSpan Inc. OSPN 0001690669 Clements Scott 121 W. WACKER DR SUITE 2050 CHICAGO IL 60601 1 1 0 0 President and CEO Common Stock, $0.001 par value 2019-08-01 4 M 0 6750 14.59 A 100777 D Common Stock, $0.001 par value 2019-08-01 4 F 0 2990 14.59 D 97787 D Common Stock, $0.001 par value 2020-02-01 4 M 0 6750 16.62 A 104537 D Common Stock, $0.001 par value 2020-02-01 4 F 0 2990 16.62 D 101547 D Restricted Stock Units 2020-01-15 4 A 0 60558 0 A Common Stock 60558 60558 D Performance Stock Units 2020-01-15 4 A 0 90837 0 A 2022-12-31 Common Stock 90837 90837 D Restricted Stock Units 2020-02-01 4 M 0 6750 16.62 D Common Stock 6750 40503 D Restricted Stock Units 2019-08-01 4 M 0 6750 14.59 D Common Stock 6750 47253 D Performance Stock Units 2021-12-31 Common Stock 81005 81005 D Performance Stock Units 2020-12-31 Common Stock 62308 62308 D Performance Stock Units 2019-12-31 Common Stock 49147 49147 D The shares were sold to cover tax withholding obligations from the 8/1/2019 vest. The shares were sold to cover tax withholding obligations from the 2/1/2020 vest. 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. The shares acquired are restricted stock units and vest pro-rata over four years on the semi-annual anniversaries of the grant date. Not applicable. 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. 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. 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. 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 vest at the expiration date if the performance criteria established by the Compensation Committee of the Board are met. The reporting person received a performance stock unit grant on January 5, 2017. 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. In total, the reporting person beneficially owns 101,547 Non-Derivative Securities and 384,358 Derivative securities. /s/ Steven R. Worth, Attorney in Fact 2020-04-22