ASAN: Moskovitz boosts stake to 57.2% with $26.9M buy

Q: How many ASAN shares did Dustin Moskovitz buy in Amendment 7?

1,797,907 Class A shares were purchased between 17 Jul 2025 and 29 Jul 2025.

Q: What was the total cost of Moskovitz鈥檚 latest ASAN share purchases?

The aggregate purchase price was $26,889,558.09 .

Q: What percentage of Asana does Moskovitz now own?

He beneficially owns 57.2 % of the Class A share class (including convertible Class B shares).

Q: What is Moskovitz鈥檚 total beneficial share count after the purchases?

He controls 127,979,435 Class A and Class B shares in total.

Q: Under what plan were the shares bought?

Purchases were executed under a Rule 10b5-1 2024 Trading Plan .

[SCHEDULE 13D/A] Asana, Inc. SEC Filing

Filing Impact

(Low)

Filing Sentiment

(Neutral)

Form Type

SCHEDULE 13D/A

Rhea-AI Filing Summary

Asana, Inc. 鈥� Schedule 13D/A (Amendment 7) filed 31 Jul 2025 shows continued insider accumulation by co-founder & CEO Dustin A. Moskovitz.

Open-market buying: From 17 Jul 2025 to 29 Jul 2025 he purchased 1,797,907 Class A shares for an aggregate $26,889,558.09 under a Rule 10b5-1 2024 Trading Plan, using personal funds.
Post-transaction ownership: Moskovitz now beneficially owns 127,979,435 Class A & B shares, equal to 57.2 % of the outstanding class (based on 156,836,992 Class A shares outstanding as of 30 Jul 2025).
Control metrics: Sole voting power covers 92,738,112 shares; sole dispositive power 126,258,519 shares. An additional 1,720,916 Class A shares held by Good Ventures Foundation are subject to his irrevocable proxy.
No sales or other material changes were reported since Amendment 6; prior disclosures remain unchanged.

Key takeaway: the company鈥檚 majority shareholder is adding to his position, signalling confidence and further entrenching voting control.

Positive

Insider buying: Purchase of 1,797,907 Class A shares for $26.9 M indicates continued founder confidence.
Majority ownership: Moskovitz now controls 57.2 % of outstanding shares, reinforcing stable strategic direction.

Negative

None.

Insights

TL;DR: Moskovitz buys another 1.8 M ASAN shares for $26.9 M, lifting stake to 57.2 %; insider accumulation is usually a bullish signal.

The additional purchases increase the float-adjusted scarcity of Asana stock and reinforce Moskovitz鈥檚 effective control. His continued open-market buying, financed personally, suggests conviction in the company鈥檚 long-term prospects and may support the share price near-term by absorbing supply. With more than half the economic interest and even larger voting power, minority investors ride alongside founder strategy but have limited influence over governance.

TL;DR: Filing confirms majority control; heightened ownership concentration has governance implications but no immediate adverse events disclosed.

Moskovitz鈥檚 57.2 % beneficial stake, coupled with irrevocable proxies, cements single-holder dominance. While founder control can align strategic focus, it also reduces the effectiveness of external shareholder oversight. No new agreements, lock-ups or potential dilutive instruments are mentioned, so governance structure remains as previously disclosed.

07/31/2025 - 08:29 PM

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 7)

ASANA, INC.

(Name of Issuer)

Class A Common Stock, $0.00001 par value per share

(Title of Class of Securities)

04342Y104

(CUSIP Number)

Eleanor Lacey
c/o Asana, Inc., 633 Folsom Street, Suite 100
San Francisco, CA, 94107
415-525-3888

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

07/29/2025

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of 搂搂 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

SCHEDULE 13D

CUSIP No.

04342Y104

Name of reporting person

Dustin A. Moskovitz

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

SEC use only

Source of funds (See Instructions)

AF, PF, OO

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 92,738,112.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 126,258,519.00
10	Shared Dispositive Power 1,720,916.00

Aggregate amount beneficially owned by each reporting person

127,979,435.00

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

Percent of class represented by amount in Row (11)

57.2 %

Type of Reporting Person (See Instructions)

Comment for Type of Reporting Person:

The Sole Voting Power in Row 7 consists of (i) 19,839,676 shares of Class A Common Stock, $0.00001 par value per share (the "Class A Common Stock") of the Issuer held of record by the Reporting Person, (ii) 4,147,046 shares of Class A Common Stock held of record by Dustin A. Moskovitz TTEE Dustin A. Moskovitz Trust DTD 12/27/05 (the "Dustin Moskovitz Trust"), (iii) 21,395,830 shares of Class B Common Stock, $0.00001 par value per share (the "Class B Common Stock") of the Issuer held of record by the Reporting Person, (iv) 42,030,755 shares of Class B Common Stock held of record by the Dustin Moskovitz Trust, (v) 2,604,170 shares of Class B Common Stock held of record by the Dustin Moskovitz Roth IRA, (vi) 460,000 shares of Class B Common Stock held of record by the Justin Rosenstein Trust, of which the Reporting Person is the trustee and may be deemed to have voting power and dispositive power over the shares held by this trust, (vii) 539,719 shares of Class B Common Stock held of record by the Justin Rosenstein Non-Exempt Trust, of which the Reporting Person is the trustee and may be deemed to have voting power and dispositive power over the shares held by this trust, and (viii) 1,720,916 shares of Class A Common Stock held of record by Good Ventures Foundation, a charitable foundation, over which the Reporting Person holds an irrevocable proxy pursuant to a voting agreement as described in Item 6 of this Schedule 13D. The Sole Voting Power does not include 35,241,323 shares of Class A Common Stock purchased on or after September 7, 2022 and held of record by the Reporting Person, over which the Issuer holds an irrevocable proxy pursuant to a purchase agreement as described in Item 6 of this Schedule 13D. The Sole Dispositive Power in Row 9 consists of (i) 55,080,999 shares of Class A Common Stock held of record by the Reporting Person, (ii) 4,147,046 shares of Class A Common Stock held of record by the Dustin Moskovitz Trust, (iii) 21,395,830 shares of Class B Common Stock held of record by the Reporting Person, (iv) 42,030,755 shares of Class B Common Stock held of record by the Dustin Moskovitz Trust, (v) 2,604,170 shares of Class B Common Stock held of record by the Dustin Moskovitz Roth IRA, (vi) 460,000 shares of Class B Common Stock held of record by the Justin Rosenstein Trust, of which the Reporting Person is the trustee and may be deemed to have voting power and dispositive power over the shares held by this trust and (vii) 539,719 shares of Class B Common Stock held of record by the Justin Rosenstein Non-Exempt Trust, of which the Reporting Person is the trustee and may be deemed to have voting power and dispositive power over the shares held by this trust. The Shared Dispositive Power in Row 10 consists of 1,720,916 shares of Class A Common Stock held of record by Good Ventures Foundation, a charitable foundation, over which the Reporting Person holds an irrevocable proxy pursuant to a voting agreement as described in Item 6 of this Schedule 13D. The Reporting Person and his spouse serve as directors on the board of Good Ventures Foundation and may be deemed to have shared dispositive power with respect to the shares held of record by Good Ventures Foundation. The Aggregate Amount Beneficially Owned in Row 11 consists of (i) 55,080,999 shares of Class A Common Stock held of record by the Reporting Person, (ii) 4,147,046 shares of Class A Common Stock held of record by the Dustin Moskovitz Trust, (iii) 21,395,830 shares of Class B Common Stock held of record by the Reporting Person, (iv) 42,030,755 shares of Class B Common Stock held of record by the Dustin Moskovitz Trust, (v) 2,604,170 shares of Class B Common Stock held of record by the Dustin Moskovitz Roth IRA, (vi) 460,000 shares of Class B Common Stock held of record by the Justin Rosenstein Trust, of which the Reporting Person is the trustee and may be deemed to have voting power and dispositive power over the shares held by this trust, (vii) 539,719 shares of Class B Common Stock held of record by the Justin Rosenstein Non-Exempt Trust, of which the Reporting Person is the trustee and may be deemed to have voting power and dispositive power over the shares held by this trust, and (viii) 1,720,916 shares of Class A Common Stock held of record by Good Ventures Foundation, a charitable foundation, over which the Reporting Person holds an irrevocable proxy pursuant to a voting agreement as described in Item 6 of this Schedule 13D. Each share of Class B Common Stock is convertible at any time into one share of Class A Common Stock. The Percent of Class Represented in Row 13 is based on the quotient obtained by dividing (a) the aggregate number of shares of Class A Common Stock and Class B Common Stock beneficially owned by the Reporting Person as set forth in Row 11 by (b) the sum of (i) 156,836,992 shares of Class A Common Stock outstanding as of July 30, 2025, as reported by the Issuer to the Reporting Person, and (ii) 67,030,474 shares of Class B Common Stock beneficially owned by the Reporting Person. The aggregate number of shares of Class B Common Stock beneficially owned by the Reporting Person as set forth in clauses "(a)" and "(b)" of this footnote are treated as converted into Class A Common Stock only for the purpose of computing the percentage ownership of the Reporting Person.

SCHEDULE 13D

Item 1.

Security and Issuer

(a)

Title of Class of Securities:

Class A Common Stock, $0.00001 par value per share

(b)

Name of Issuer:

ASANA, INC.

(c)

Address of Issuer's Principal Executive Offices:

633 FOLSOM STREET, SUITE 100, SAN FRANCISCO, CALIFORNIA , 94107.

Item 1 Comment:

This Amendment No. 7 ("Amendment No. 7") to Schedule 13D relates to the shares of Class A common stock, $0.00001 par value per share (the "Class A Common Stock"), of Asana, Inc., a Delaware corporation (the "Issuer"), and amends and supplements the initial statement on Schedule 13D filed by Dustin A. Moskovitz (the "Reporting Person") with the Securities and Exchange Commission on February 14, 2022, as amended by Amendment No. 1 to Schedule 13D filed on March 7, 2022, Amendment No. 2 to Schedule 13D filed on September 16, 2022, Amendment No. 3 to Schedule 13D filed on November 14, 2023, Amendment No. 4 to Schedule 13D filed on March 27, 2025, Amendment No. 5 filed on April 14, 2025 and Amendment No. 6 filed on July 17, 2025 (as amended, the "Schedule 13D"). Except as specifically provided herein, this Amendment No. 7 does not modify any of the information previously reported in the Schedule 13D. Capitalized terms used but not defined herein shall have the meanings attributed to them in the Schedule 13D.

Item 3.

Source and Amount of Funds or Other Consideration

Item 3 is hereby amended and supplemented by adding the following paragraph at the end of Item 3: Open-Market Purchases Pursuant to 2024 Trading Plan From July 17, 2025 to the date hereof, the Reporting Person purchased 1,797,907 shares of Class A Common Stock in the open market at average prices per share as reflected in Schedule I of this Amendment No. 7 for an aggregate purchase price of $26,889,558.09, all of which was paid with the Reporting Person's personal funds. The shares of Class A Common Stock were purchased in the open market under a trading plan (the "2024 Trading Plan") pursuant to Rule 10b5-1 of the Securities and Exchange Act of 1934, as amended.

Item 5.

Interest in Securities of the Issuer

(a)

Item 5 is hereby amended and restated in its entirety as follows: (a) - (b) The percentage of beneficial ownership in this Schedule 13D is based on 156,836,992 shares of Class A Common Stock issued and outstanding as of July 30, 2025, as reported by the Issuer to the Reporting Person, and any shares of Class A Common Stock issuable upon the conversion of any shares of Class B Common Stock beneficially owned by the Reporting Person. As of the date hereof, the aggregate number and percentage of the Class A Common Stock beneficially owned by the Reporting Person and, for the Reporting Person, the number of shares as to which there is sole power to vote or to direct the vote, shared power to vote or to direct the vote, sole power to dispose or to direct the disposition, or shared power to dispose or to direct the disposition, are set forth on rows 7 through 11 and row 13 of the cover pages of this Amendment No. 7 and are incorporated herein by reference.

(b)

See Item 5(b).

(c)

Except as set forth on Schedule I of this Amendment No. 7, the Reporting Person, to the best of his knowledge, has not engaged in any transaction in any shares of Class A Common Stock since the filing of Amendment No. 6 to Schedule 13D on July 17, 2025.

(d)

Other persons have the right to receive, or the power to direct the receipt of, dividends from, or the proceeds from the sale of, the 1,720,916 shares of Class A Common Stock held by Good Ventures Foundation. However, none of such persons' individual interest relates to more than 5% of the Class A Common Stock.

(e)

Not applicable.

Item 7.

Material to be Filed as Exhibits.

Schedule I

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dustin A. Moskovitz

Signature:	/s/ Dustin A. Moskovitz
Name/Title:	Dustin A. Moskovitz
Date:	07/31/2025

Source:

FAQ

How many ASAN shares did Dustin Moskovitz buy in Amendment 7?

1,797,907 Class A shares were purchased between 17 Jul 2025 and 29 Jul 2025.

What was the total cost of Moskovitz鈥檚 latest ASAN share purchases?

The aggregate purchase price was $26,889,558.09.

What percentage of Asana does Moskovitz now own?

He beneficially owns 57.2 % of the Class A share class (including convertible Class B shares).

What is Moskovitz鈥檚 total beneficial share count after the purchases?

He controls 127,979,435 Class A and Class B shares in total.

Were any shares sold by Moskovitz in this filing?

No. The filing only reports additional open-market purchases; no sales were disclosed.

Under what plan were the shares bought?

Purchases were executed under a Rule 10b5-1 2024 Trading Plan.

AG真人官方

[SCHEDULE 13D/A] Asana, Inc. SEC Filing

Insights

FAQ

How many ASAN shares did Dustin Moskovitz buy in Amendment 7?

What was the total cost of Moskovitz鈥檚 latest ASAN share purchases?

What percentage of Asana does Moskovitz now own?

What is Moskovitz鈥檚 total beneficial share count after the purchases?

Were any shares sold by Moskovitz in this filing?

Under what plan were the shares bought?

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[SCHEDULE 13D/A] Asana, Inc. SEC Filing

Insights

Portfolio Manager positive

Corporate Governance Expert neutral

FAQ

How many ASAN shares did Dustin Moskovitz buy in Amendment 7?

What was the total cost of Moskovitz鈥檚 latest ASAN share purchases?

What percentage of Asana does Moskovitz now own?

What is Moskovitz鈥檚 total beneficial share count after the purchases?

Were any shares sold by Moskovitz in this filing?

Under what plan were the shares bought?

NYSE:ASAN

ASAN Rankings

ASAN Latest News

ASAN Latest SEC Filings

ASAN Stock Data