Scott William Cook - 01 Dec 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: 01 Dec 2025
Net transactions value: +$8,545
Form type: 4
Filing time: 02 Dec 2025, 16:17:39 UTC
Previous filing: 14 Oct 2025
Next filing: 11 Dec 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	02 Dec 2025	0001800221

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PRO	Common Stock	Options Exercise	$14,118	+608	+0.87%	$23.22	70,612	01 Dec 2025	Direct	F1
transaction	PRO	Common Stock	Tax liability	$5,573	-240	-0.34%	$23.22	70,372	01 Dec 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	-608	-0.62%	$0.000000	96,853	01 Dec 2025	Common Stock	608		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 December 1, 2025
F2	Each restricted stock unit ("RSU") represents the contingent right to receive one share of PROS common stock.
F3	These is the penultimate tranche of RSUs granted on March 1, 2002, in the amount of 9,718 RSUs.
F4	Includes: (i) 1,264 unvested RSUs awarded 1/10/22 - vests at 25% after 1-year on the anniversary date and the remainder vesting at 6.25% on the 10th day of the 1st month of each quarter thereafter; (ii) 608 unvested RSUs awarded 3/1/22 vests at 25% after 1- year on the anniversary date and the remainder vesting at 6.25% after the completion of each 3-month calendar period thereafter; (iii) 11,575 unvested RSUs awarded 1/12/23 - vests at 25% after 1-year on the anniversary date and the remainder vesting at the rate of 6.25% on the 12th day of the 1st month of each quarter thereafter; (iv) 15,991 unvested RSUs awarded 1/12/24 - vests at 25% after 1-year on the anniversary date and the remainder vesting at the rate of 6.25% on the 12th day of the 1st month of each quarter thereafter; and (v) 67,415 unvested RSUs awarded 1/15/25 - vests at 25% after 1-year on the anniversary date and the remainder vesting at the rate of 6.25% on the 15th day of the 1st month of each quarter thereafter.