Todd McNabb - 18 Apr 2024 Form 4 Insider Report for PROS Holdings, Inc. (PRO)

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

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Ownership	Footnotes
transaction	PRO	Restricted Stock Units	Award	$0	+7,467		$0.000000	7,467	18 Apr 2024	Common Stock	7,467	Direct	F1, F2, F3
transaction	PRO	Restricted Stock Units	Award	$0	+71,684	+960%	$0.000000	79,151	18 Apr 2024	Common Stock	71,684	Direct	F1, F4, F5
transaction	PRO	Market Stock Units	Award	$0	+95,578		$0.000000	95,578	18 Apr 2024	Common Stock	95,578	Direct	F6, F7, F8

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Id	Content
F1	Each restricted stock unit ("RSU") represents the contingent right to receive one share of PROS Holdings, Inc. ("PROS") common stock.
F2	This RSU grant was awarded April 18, 2024, which will vest at 100% on the 1-year anniversary date.
F3	This amount includes the grant detailed in Footnote 2.
F4	This RSU grant was awarded April 18, 2024. It vests at 25% after 1- year on the anniversary date, and the remainder vest at the rate of 6.25% on the 18th day of the first month of each quarter thereafter.
F5	Includes (i) grant detailed in Footnote 2; and (ii) grant detailed in Footnote 4.
F6	One share of PROS common stock will be issued for each performance Market Stock Unit ("MSU") that vests.
F7	These MSUs were granted on April 18, 2024, have a settlement date of January 31, 2027 and are subject to a performance measure based on the relative total shareholder return of PROS common stock vs. the return of the Russell 2000 Index during the performance period January 1, 2024 through December 31, 2026. The number of units reported represent the maximum possible number of shares which may be earned at 200% of target award.
F8	This amount includes the grant detailed in Footnote 7.