Scott William Cook - 10 Jul 2025 Form 4 Insider Report for PROS Holdings, Inc. (PRO)

Role: Sr.VP,Chief Accounting Officer
Signature: Chris Chaffin, attorney-in-fact for Scott William Cook
Issuer symbol: PRO
Transactions as of: 10 Jul 2025
Net transactions value: +$12,463
Form type: 4
Filing time: 11 Jul 2025, 16:32:26 UTC
Previous filing: 03 Jun 2025
Next filing: 15 Jul 2025
SEC: View on sec.gov

Reporting Owners (1)

Name	Relationship	Address	Signature	Signature date	CIK
Cook Scott William	Sr.VP,Chief Accounting Officer	3200 KIRBY DR., SUITE 600, HOUSTON	Chris Chaffin, attorney-in-fact for Scott William Cook	11 Jul 2025	0001800221

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PRO	Common Stock	Options Exercise	$20,565	+1,264	+2%	$16.27	64,406	10 Jul 2025	Direct	F1
transaction	PRO	Common Stock	Tax liability	$8,102	-498	-0.77%	$16.27	63,908	10 Jul 2025	Direct	F1

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	PRO	Restricted Stock Units	Options Exercise	$0	-1,264	-1.2%	$0.000000	107,515	10 Jul 2025	Common Stock	1,264		Direct	F2, F3, F4

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

Explanation of Responses:

Id	Content
F1	The price represents the price of PROS Holdings, Inc. ("PROS") common stock at the close of market on July 10, 2025.
F2	Each restricted stock unit ("RSU") represents the contingent right to receive one share of PROS common stock.
F3	This is the eleventh tranche of an award granted on January 10, 2022, in the amount of 20,217 RSUs.
F4	Includes: (i) 2,528 unvested RSUs awarded 1/10/22 - vest at 25% after 1-year on the anniversary date and the remainder vest at 6.25% on the 10th day of the 1st month of each quarter thereafter; (ii) 1,824 unvested RSUs awarded 3/1/22 vest at 25% after 1- year on the anniversary date and the remainder vest at 6.25% after the completion of each 3-month calendar period thereafter; (iii) 16,205 unvested RSUs awarded 1/12/23 - vest at 25% after 1-year on the anniversary date and the remainder vest at the rate of 6.25% on the 12th day of the 1st month of each quarter thereafter; (iv) 19,543 unvested RSUs awarded 1/12/24 - vest at 25% after 1-year on the anniversary date and the remainder vest at the rate of6.25% on the 12th day of the 1st month of each quarter thereafter; and (v) 67,415 unvested RSUs awarded 1/15/25 - vest at 25% after 1-year on the anniversary date and the remainder vest at the rate of 6.25% on the 15th day of the 1st month of each quarter thereafter.