Kenneth Stillwell - 01 Mar 2024 Form 4 Insider Report for PEGASYSTEMS INC (PEGA)

Role
COO, CFO
Signature
/s/ Ewelina Kemp, Attorney-in-Fact for Kenneth Stillwell
Issuer symbol
PEGA
Transactions as of
01 Mar 2024
Net transactions value
-$196,413
Form type
4
Filing time
05 Mar 2024, 18:25:01 UTC
Previous filing
26 Feb 2024
Next filing
07 Mar 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PEGA Common stock Sale $12,900 -200 -1.1% $64.50 17,800 01 Mar 2024 Direct F1
transaction PEGA Common stock Sale $65,689 -989 -5.6% $66.42 16,811 01 Mar 2024 Direct F1, F2
transaction PEGA Common stock Sale $54,272 -811 -4.8% $66.92 16,000 01 Mar 2024 Direct F1, F3
transaction PEGA Common stock Options Exercise $0 +1,175 +7.3% $0.000000 17,175 01 Mar 2024 Direct F4
transaction PEGA Common stock Tax liability $30,114 -463 -2.7% $65.04 16,712 01 Mar 2024 Direct F5
transaction PEGA Common stock Options Exercise $0 +576 +3.4% $0.000000 17,288 04 Mar 2024 Direct F6
transaction PEGA Common stock Tax liability $15,120 -227 -1.3% $66.61 17,061 04 Mar 2024 Direct F5
transaction PEGA Common stock Options Exercise $0 +697 +4.1% $0.000000 17,758 04 Mar 2024 Direct F7
transaction PEGA Common stock Tax liability $18,318 -275 -1.5% $66.61 17,483 04 Mar 2024 Direct F5, F8

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 PEGA Restricted Stock Units Options Exercise $0 -1,175 -7.7% $0.000000 14,105 01 Mar 2024 Common stock 1,175 $0.000000 Direct F4, F9, F10
transaction PEGA Restricted Stock Units Options Exercise $0 -576 -11% $0.000000 4,611 04 Mar 2024 Common stock 576 $0.000000 Direct F6, F9, F10
transaction PEGA Restricted Stock Units Options Exercise $0 -697 -20% $0.000000 2,786 04 Mar 2024 Common stock 697 $0.000000 Direct F7, F9, F10
* 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 Sold pursuant to a pre-arranged trading plan adopted by Mr. Stillwell November 8, 2023 under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
F2 Represents the weighted average of sale prices, ranging from $65.78 to $66.77. The individual has provided the Company, and undertakes to provide to the staff of the Security and Exchange Commission or any security holder of the Company, upon request, full information regarding the number of shares sold at each separate price.
F3 Represents the weighted average of sale prices, ranging from $66.78 to $67.28. The individual has provided the Company, and undertakes to provide to the staff of the Security and Exchange Commission or any security holder of the Company, upon request, full information regarding the number of shares sold at each separate price.
F4 Represents a 5% vesting on March 1, 2024. The original grant was 23,508 restricted stock units, with 20% vesting on March 1, 2023 with the remaining 80% vesting in equal quarterly installments over the remaining four years.
F5 Tendered to issuer to satisfy tax withholding obligations of the reporting person, exempted pursuant to Rule 16b-3(e).
F6 Represents a 5% vesting on March 2, 2024, with a release date of March 4, 2024, the first business day following vesting. The original grant was 11,527 restricted stock units, with 20% vesting on March 2, 2022, with the remaining 80% vesting in equal quarterly installments over the remaining four years.
F7 Represents a 5% vesting on March 3, 2024, with a release date of March 4, 2024, the first business day following vesting. The original grant was 13,931 restricted stock units, with 20% vesting on March 3, 2021, and the remaining 80% vesting in equal quarterly installments over the remaining four years.
F8 Does not include shares of common stock subject to unvested restricted stock units and/or options awards.
F9 Each restricted stock unit represents the right to receive, following vesting, one share of the issuer's common stock.
F10 Once vested, the shares of common stock are not subject to expiration.