| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Underlying Class | Amount | Exercise Price | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | PRO | Restricted Stock Units | Award | $0 | +148,314 | +79% | $0.000000 | 336,667 | 15 Jan 2025 | Common Stock | 148,314 | Direct | F1, F2, F3 | |
| transaction | PRO | Market Stock Units | Award | $0 | +197,752 | +55% | $0.000000 | 556,584 | 15 Jan 2025 | Common Stock | 197,752 | Direct | F4, F5, F6 |
| 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 grant was awarded on January 15, 2025 in the amount of 148,314 RSUs. They vest at 33.3% after one year and 8.33% each quarter thereafter, over three years. |
| F3 | Includes (i) 21,384 unvested RSUs awarded Jan 10, 2022 - vests at 25% after one year on the anniversary date, and the remainder will vest at the rate of 6.25% on the 10th day of the first month of each quarter thereafter; (ii) 69,754 unvested RSUs awarded Jan 12, 2023 - will vest at 25% after one year on the anniversary date, and the remainder will vest at the rate of 6.25% on the 12th day of the first month of each quarter thereafter; (iii) 97,215 unvested RS Us awarded January 12, 2024 - will vest at 25% after one year on the anniversary date, and the remainder vest at the rate of 6.25% on the 12th day of the first month of each quarter thereafter; and (iv) 148,314 unvested RSUs as detailed in Footnote 2. |
| F4 | One share of PROS will be issued for each Market Stock Unit ("MSU") that vests. |
| F5 | These MSUs were granted on January 15, 2025, have a settlement date of January 31, 2028 and are subject to a performance measure based on the relative shareholder return of PROS common stock compared with that of a peer group over a three-year performance period January 15, 2025 through December 31, 2027. The number of units reported represent the maximum possible number of shares which may be earned at 200% of target award. |
| F6 | All grants in this Footnote represent the maximum possible number of shares which may be earned at 200% of target award, and includes: (i) 186,008 MSUs, the performance period for these shares will end on December 31, 2025 and will settle on January 31, 2026, associated with a January 12, 2023 grant; (ii) 172,824 MSUs - the performance period for these shares will end on December 31, 2026, and will settle on January 31, 2028, associated with a January 12, 2024 grant; and (iii) 197,752 MSUs as detailed in Footnote 5. |