SEC Form 4 · accession 0001209191-17-018410
PEGASYSTEMS INC · PEGA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael R Pyle
Officer — Senior VP, Engineering
Period of report
Mar 2, 2017
Accepted (ET)
Mar 6, 2017 · 5:23 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 StockF1 | Mar 2, 2017 | M | 558 | $0.00 | A | 27,908 | D | |
| Common Stock | Mar 2, 2017 | F | 182 | $45.20 | D | 27,726 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2,F1,F3 | $0.00 | Mar 2, 2017 | M | 558 | D | Mar 2, 2016 | — | Common Stock | 11,145 | 6,687 | D |
| Restricted Stock OptionsF2,F4,F3 | $0.00 | Mar 2, 2017 | A | 4,534 | A | Mar 2, 2018 | — | Common Stock | 4,534 | 4,534 | D |
| Restricted Stock UnitsF5,F3 | $0.00 | Mar 2, 2017 | A | 2,901 | A | Mar 2, 2018 | — | Common Stock | 2,901 | 2,901 | D |
Explanation of responses
- F1Represents 5% vesting on March 2, 2017. The original grant was 11,145 restricted stock units, with 20% vesting on March 2, 2016, and the remaining 80% vesting in equal quarterly installments over the remaining 4 years.
- F2Each restricted stock unit represents the right to receive, following vesting, one share of Pegasystems Inc.'s common stock.
- F3Once vested, the shares of common stock are not subject to expiration.
- F4RSUs vest 50% on March 2, 2018, and the remaining 50% vests on March 2, 2019.
- F5Represents election by the individual, as part of the Company's Corporate Incentive Plan (CICP), to receive half of their annual bonus in RSUs, based upon the Company's stock price as of March 2, 2017. All RSUs vest 100% on March 2, 2018, subject to attainment of the CICP performance threshold for the year ending December 31, 2017.