Richard H. Jones - May 24, 2022 Form 4 Insider Report for PEGASYSTEMS INC (PEGA)

Role
Director
Signature
/s/ Jenna L. Burstyn, Attorney-in-Fact for Richard H. Jones
Stock symbol
PEGA
Transactions as of
May 24, 2022
Transactions value $
$3,772,799
Form type
4
Date filed
6/1/2022, 08:55 PM
Previous filing
Feb 14, 2022
Next filing
Aug 17, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PEGA Common stock Other $57.3K +1.22K +9.26% $47.16 14.3K May 24, 2022 Patricia Jones Revocable Trust F1
transaction PEGA Common stock Other $3.72M +75K +21.27% $49.54 428K May 27, 2022 Richard H. Jones Revocable Trust F2
holding PEGA Common stock 17.2K May 24, 2022 Direct
holding PEGA Common stock 85.6K May 24, 2022 Patricia Jones Cornerstone Trust
holding PEGA Common stock 75K May 24, 2022 Richard H. Jones, Sr. 2022-A Grantor Retained Annuity Trust F3
holding PEGA Common stock 353K May 24, 2022 Richard H. Jones Revocable Trust F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On May 24, 2022, the Patricia Jones Cornerstone Trust ("Cornerstone Trust"), a trust established for the benefit of Mrs. Jones' family, swapped 1,215 shares of Pega stock with a value of $57,293.33 in exchange for the equivalent amount of cash from the Patricia Jones Revocable Trust. The withdrawal of shares from the Cornerstone Trust resulted in a decrease in the number of shares held by the Cornerstone Trust and a corresponding increase in the number of shares held by the Patricia Jones Revocable Trust. The reporting person believes that these transactions constitute exempted transactions by Rule 16a-13 under the Securities Exchange Act of 1934.
F2 On May 27, 2022, the Richard H. Jones Revocable Trust withdrew 75,000 shares of Pegasystems common stock from the Richard H Jones, Sr. 2022 Grantor Retained Annuity Trust ("2022 GRAT"), a grantor retained annuity trust previously established by the Richard H. Jones Revocable Trust on March 17, 2022, in exchange for a promissory note in the principal amount of $3,730,500. The withdrawal from the 2022 GRAT resulted in a decrease in the number of shares Mr. Jones owns indirectly through the 2022 GRAT and a corresponding increase in the number of shares Mr. Jones beneficially owns indirectly through the Richard H. Jones Revocable Trust. The reporting person believes that his withdrawal of shares from the 2022 GRAT constitutes a transaction exempted by Rule 16a-13 under the Securities Exchange Act of 1934.
F3 On May 31, 2022, after giving effect to the transactions described in footnote 2 above, the Richard H. Jones Revocable Trust contributed 75,000 shares of Pegasystems common stock to the Richard H. Jones, Sr. 2022-A Grantor Retained Annuity Trust, a grantor retained annuity trust established on May 31, 2022 by the Richard H. Jones Revocable Trust for the benefit of the reporting person (the "2022-A GRAT"). The reporting person is the sole trustee and sole annuitant of the 2022-A GRAT and, therefore, the reporting person believes that this transaction is exempted by Rule 16a-13 under the Securities Exchange Act of 1934.