Kathryn Kulikoski - 01 Oct 2023 Form 4 Insider Report for PROGRESS SOFTWARE CORP /MA (PRGS)

Role
Chief People Officer
Signature
YuFan Stephanie Wang, Attorney-in-Fact
Issuer symbol
PRGS
Transactions as of
01 Oct 2023
Net transactions value
-$71,800
Form type
4
Filing time
03 Oct 2023, 16:20:11 UTC
Previous filing
06 Sep 2023
Next filing
07 Nov 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PRGS Common Stock Options Exercise $0 +646 +31% $0.000000 2,719 01 Oct 2023 Direct F1
transaction PRGS Common Stock Tax liability $15,948 -300 -11% $53.16 2,419 01 Oct 2023 Direct F2
transaction PRGS Common Stock Options Exercise $0 +843 +35% $0.000000 3,262 01 Oct 2023 Direct F1
transaction PRGS Common Stock Tax liability $20,786 -391 -12% $53.16 2,871 01 Oct 2023 Direct F3
transaction PRGS Common Stock Options Exercise $0 +826 +29% $0.000000 3,697 01 Oct 2023 Direct F1
transaction PRGS Common Stock Tax liability $20,360 -383 -10% $53.16 3,314 01 Oct 2023 Direct F4
transaction PRGS Common Stock Options Exercise $63,361 +1,487 +45% $42.61 4,801 02 Oct 2023 Direct
transaction PRGS Common Stock Sale $78,068 -1,487 -31% $52.50 3,314 02 Oct 2023 Direct F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction PRGS Restricted Stock Units Options Exercise $0 -646 -50% $0.000000 646 01 Oct 2023 Common Stock 646 Direct F1, F6
transaction PRGS Restricted Stock Units Options Exercise $0 -843 -25% $0.000000 2,529 01 Oct 2023 Common Stock 843 Direct F1, F7
transaction PRGS Restricted Stock Units Options Exercise $0 -826 -17% $0.000000 4,135 01 Oct 2023 Common Stock 826 Direct F1, F8
transaction PRGS Employee Stock Options Options Exercise $0 -1,487 -14% $0.000000 8,918 02 Oct 2023 Common Stock 1,487 $42.61 Direct F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Restricted stock units convert into common stock on a one-for-one basis.
F2 Represents shares of common stock withheld by Progress Software Corporation (the "Company") to pay the tax withholding obligations of the Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on January 19, 2021.
F3 Represents shares of common stock withheld by the Company to pay the tax withholding obligations of the Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on January 20, 2022.
F4 Represents shares of common stock withheld by the Company to pay the tax withholding obligations of the Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on January 19, 2023.
F5 The trading activity reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on February 13, 2023.
F6 On January 19, 2021, the Reporting Person was granted 3,874 restricted stock units pursuant to the Company's 2008 Stock Option and Incentive Plan. The restricted stock units vest in six equal semiannual installments beginning October 1, 2021, subject to the continued employment of the Reporting Person with the Company.
F7 On January 20, 2022, the Reporting Person was granted 5,058 restricted stock units pursuant to the Company's 2008 Stock Option and Incentive Plan. The restricted stock units vest in six equal semiannual installments beginning October 1, 2022, subject to the continued employment of the Reporting Person with the Company.
F8 On January 19, 2023, the Reporting Person was granted 4,961 restricted stock units pursuant to the Company's 2008 Stock Option and Incentive Plan. The restricted stock units vest in six equal semiannual installments beginning October 1, 2023, subject to the continued employment of the Reporting Person with the Company.
F9 Options were granted to the Reporting Person on January 19, 2021 under the Company's 2008 Stock Option and Incentive Plan. As of October 1, 2023, 7,434 options were vested and exercisable.