OneSpan Inc.
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CERTIFICATE OF AMENDMENT OF

CERTIFICATE OF INCORPORATION OF

VASCO DATA SECURITY INTERNATIONAL, INC.

VASCO Data Security International, Inc. (the "Corporation"), a corporation organized and existing under the General Corporation Law of the State of Delaware, hereby certifies as follows:

1.This Certificate of Amendment (the "Certificate of Amendment") amends the provisions of the Corporation's Certificate of Incorporation filed with the Delaware Secretary of State on July 15, 1997 (the "Certificate of Incorporation").

2.Article First of the Certificate of Incorporation is hereby amended and restated in its entirety as follows:

FIRST.The name of the corporation is OneSpan Inc. (hereinafter, the “Corporation”).

3.This amendment was duly adopted in accordance with the provisions of Section 242 of the General Corporation Law of the State of Delaware.

4.All other provisions of the Certificate of Incorporation shall remain in full force and effect.

IN WITNESS WHEREOF, the Corporation has caused this Certificate of Amendment to be signed by Steven R. Worth, its Secretary, this 31st day of May, 2018.

By /s/ Steven R. Worth

Steven R. Worth

Secretary