Anthony Folger - Feb 1, 2023 Form 4 Insider Report for PROGRESS SOFTWARE CORP /MA (PRGS)

Role
Chief Financial Officer
Signature
YuFan Stephanie Wang, Attorney-in-Fact
Stock symbol
PRGS
Transactions as of
Feb 1, 2023
Transactions value $
-$1,246,333
Form type
4
Date filed
2/3/2023, 03:50 PM
Previous filing
Jan 23, 2023
Next filing
Apr 4, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction PRGS Common Stock Options Exercise $0 +40.5K +878.91% $0.00 45.1K Feb 1, 2023 Direct F1, F2
transaction PRGS Common Stock Tax liability -$968K -17.9K -39.82% $53.94 27.1K Feb 1, 2023 Direct F3
transaction PRGS Common Stock Sale -$278K -5K -18.44% $55.70 22.1K Feb 2, 2023 Direct F4, F5

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 PRGS Restricted Stock Units Options Exercise $0 -40.5K -100% $0.00* 0 Feb 1, 2023 Common Stock 40.5K Direct F1, F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On March 30, 2020, the Reporting Person was granted 25,405 performance-based restricted stock units pursuant to Progress Software Corporation's (the "Company's") 2008 Stock Option and Incentive Plan and 2019 Long Term Incentive Plan. Based on the Company meeting relative total shareholder return and cumulative operating income criteria over the three-year period ending November 30, 2022, the amount shown is the amount of performance-based restricted stock units that vested under the 2019 Long Term Incentive Plan on February 1, 2023.
F2 Restricted stock units convert into common stock on a one-for-one basis.
F3 Represents shares of common stock withheld by the Company to pay the tax withholding obligations of the Reporting Person upon the vesting of performance-based restricted stock units granted to the Reporting Person on March 30, 2020.
F4 The trading activity reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on October 11, 2022.
F5 This transaction was executed in multiple trades at prices ranging from $55.000 to $56.090 per share. The price reported represents the weighted average sale price of these trades. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer, full information regarding the shares sold at each separate price.