Kenneth Stillwell - 02 Jun 2025 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
02 Jun 2025
Net transactions value
-$90,823
Form type
4
Filing time
03 Jun 2025, 17:25:39 UTC
Previous filing
15 May 2025
Next filing
09 Jun 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
STILLWELL KENNETH COO, CFO C/O PEGASYSTEMS INC., 225 WYMAN STREET, STE 300, WALTHAM /s/ Ewelina Kemp, Attorney-in-Fact for Kenneth Stillwell 03 Jun 2025 0001680115

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PEGA Common stock Options Exercise $115,326 +1,175 +4.8% $98.15 25,802 02 Jun 2025 Direct F1
transaction PEGA Common stock Tax liability $45,443 -463 -1.8% $98.15 25,339 02 Jun 2025 Direct F2
transaction PEGA Common stock Options Exercise $56,534 +576 +2.3% $98.15 25,915 02 Jun 2025 Direct F3
transaction PEGA Common stock Tax liability $22,280 -227 -0.88% $98.15 25,688 02 Jun 2025 Direct F2
transaction PEGA Common stock Sale $194,960 -2,000 -7.8% $97.48 23,688 02 Jun 2025 Direct F4, 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 PEGA Restricted Stock Units Options Exercise $0 -1,175 -12% $0.000000 8,228 02 Jun 2025 Common stock 1,175 $0.000000 Direct F1, F6, F7
transaction PEGA Restricted Stock Units Options Exercise $0 -576 -25% $0.000000 1,729 02 Jun 2025 Common stock 576 $0.000000 Direct F3, F6, F7
* 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 Represents a 5% vesting on June 1, 2025, with a release date of June 2, 2025, the first business day following vesting. The original grant was 23,508 restricted stock units, with 20% vesting on March 1, 2023, and the remaining 80% vesting in equal quarterly installments over the remaining four years.
F2 Tendered to issuer to satisfy tax withholding obligations of the reporting person, exempted pursuant to Rule 16b-3(e).
F3 Represents a 5% vesting on June 2, 2025. The original grant was 11,527 restricted stock units, with 20% vesting on March 2, 2022, and the remaining 80% vesting in equal quarterly installments over the remaining four years.
F4 Sold pursuant to a pre-arranged trading plan adopted by Mr. Stillwell August 29, 2024 under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
F5 Does not include shares of common stock subject to unvested restricted stock units and/or options awards.
F6 Each restricted stock unit represents the right to receive, following vesting, one share of common stock.
F7 Once vested, the shares of common stock are not subject to expiration.