SEC Form 4 · accession 0001209191-16-153385
PEGASYSTEMS INC · PEGA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Douglas I Kra
Officer — SVP, Global Customer Success
Period of report
Dec 1, 2016
Accepted (ET)
Dec 5, 2016 · 4:51 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001013857
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Dec 1, 2016 | M | 1,524 | $0.00 | A | 37,369 | D | |
| Common StockF1 | Dec 1, 2016 | F | 666 | $36.10 | D | 36,703 | D | |
| Common StockF2,F3 | Dec 1, 2016 | S | 858 | $35.93 | D | 35,845 | D | |
| Common StockF4 | Dec 2, 2016 | M | 557 | $0.00 | A | 36,402 | D | |
| Common Stock | Dec 2, 2016 | F | 181 | $34.85 | D | 36,221 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options | $6.00 | Dec 1, 2016 | M | 1,524 | D | Dec 13, 2008 | Dec 13, 2017 | Common Stock | 32,000 | 18,284 | D |
| Restricted Stock OptionsF5,F4,F6 | $0.00 | Dec 2, 2016 | M | 557 | D | Mar 2, 2016 | — | Common Stock | 11,145 | 7,245 | D |
Explanation of responses
- F1Represents the exercise price of the Stock Options referenced in Table II and Mr. Kra's tax liability, which were paid by way of withholding by the Company of shares of equal value.
- F2Sold pursuant to a pre-arranged stock trading plan under rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
- F3Represents the weighted average of the sale prices on December 1, 2016, ranging from $35.90 to $36.00.
- F4Represents 5% vesting on December 2, 2016. The original grant was 11145 restricted stock units, with 20% vesting on March 2, 2016, and the remaining 80% vesting in equal quarterly installments over the remaining 4 years.
- F5Each restricted stock unit represents the right to receive, following vesting, one share of Pegasystems Inc.'s common stock.
- F6Once vested, the shares of common stock are not subject to expiration.