Kenneth Stillwell - Mar 4, 2025 Form 4 Insider Report for PEGASYSTEMS INC (PEGA)

Role
COO, CFO
Signature
/s/ Ewelina Kemp, Attorney-in-Fact for Kenneth Stillwell
Stock symbol
PEGA
Transactions as of
Mar 4, 2025
Transactions value $
-$376,583
Form type
4
Date filed
3/6/2025, 05:41 PM
Previous filing
Mar 4, 2025
Next filing
Mar 11, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PEGA Common stock Options Exercise $0 +3.52K +24.83% $0.00 17.7K Mar 5, 2025 Direct F1
transaction PEGA Common stock Tax liability -$108K -1.39K -7.83% $77.63 16.3K Mar 5, 2025 Direct F2
transaction PEGA Common stock Options Exercise $0 +8.81K +53.94% $0.00 25.1K Mar 5, 2025 Direct F3
transaction PEGA Common stock Tax liability -$269K -3.47K -13.79% $77.63 21.7K Mar 5, 2025 Direct F2, F4

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 Award $0 +3.33K $0.00 3.33K Mar 4, 2025 Common stock 3.33K $0.00 Direct F5, F6, F7
transaction PEGA Restricted Stock Units Award $0 +25.8K $0.00 25.8K Mar 4, 2025 Common stock 25.8K $0.00 Direct F5, F7, F8
transaction PEGA Stock Options Award $0 +64.3K $0.00 64.3K Mar 4, 2025 Common stock 64.3K $77.63 Direct F9
transaction PEGA Restricted Stock Units Options Exercise $0 -3.52K -100% $0.00 0 Mar 5, 2025 Common stock 3.52K $0.00 Direct F1, F5, F7
transaction PEGA Restricted Stock Units Options Exercise $0 -8.81K -25% $0.00 26.4K Mar 5, 2025 Common stock 8.81K $0.00 Direct F3, F5, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents a 100% vesting on March 5, 2025. The original grant was 3,522 restricted stock units, which were granted on March 5, 2024. As part of the Company's Corporate Incentive Compensation Plan (CICP), Mr. Stillwell elected to receive half of his annual bonus in RSUs.
F2 Tendered to issuer to satisfy tax withholding obligations of the reporting person, exempted pursuant to Rule 16b-3(e).
F3 Represents a 25% vesting on March 5, 2025. The original grant was 35,218 restricted stock units, with the remaining 75% vesting in equal quarterly installments over the next three years.
F4 Does not include shares of common stock subject to unvested restricted stock units and/or options awards.
F5 Each restricted stock unit represents the right to receive, following vesting, one share of the issuer's common stock.
F6 Represents election by the individual, as part of the Company's Corporate Incentive Compensation Plan (CICP), to receive half of their annual bonus in RSUs, based upon the Company's stock price as of March 4, 2025. All RSUs vest 100% on March 4, 2026, subject to attainment of the CICP performance threshold funding for the year ending December 31, 2025.
F7 Once vested, the shares of common stock are not subject to expiration.
F8 RSUs will vest 25% on March 4, 2026, with the remaining 75% vesting in equal quarterly installments over the next three years.
F9 Options will vest 25% on March 4, 2026, with the remaining 75% vesting in equal quarterly installments over the next three years.