SEC Form 4 · accession 0001209191-18-017804

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 5, 2018

Accepted (ET)

Mar 7, 2018 · 6:16 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
Common Stock^F1,F2	Mar 5, 2018	S	600	$57.44	D	27,905	D
Common Stock^F1,F3	Mar 5, 2018	S	3,129	$58.94	D	24,776	D
Common Stock^F1,F4	Mar 5, 2018	S	271	$59.43	D	24,505	D
Common Stock^F1,F5	Mar 6, 2018	S	6,000	$60.00	D	18,505	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 Units^F6,F7,F8	$0.00	Mar 5, 2018	A	5,100	A	Mar 5, 2019	—	Common Stock	5,100	5,100	D
Restricted Stock Units^F6,F9,F8	$0.00	Mar 5, 2018	A	2,221	A	Mar 5, 2019	—	Common Stock	2,221	2,221	D

Explanation of responses

F1Sold pursuant to a pre-arranged stock trading plan under rule 10b5-1 of the Securities Exchange Act of 1934, as amended.
F2Represents the weighted average of the sale prices, ranging from $57.15 to $57.65. The individual has provided the Company, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Company, upon request, full information regarding the number of shares sold at each separate price.
F3Represents the weighted average of the sale prices, ranging from $58.40 to $59.35. The individual has provided the Company, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Company, upon request, full information regarding the number of shares sold at each separate price.
F4Represents the weighted average of the sale prices, ranging from $59.40 to $59.45. The individual has provided the Company, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Company, upon request, full information regarding the number of shares sold at each separate price.
F5Does not include shares of common stock subject to unvested restricted stock units and options awards.
F6Each restricted stock unit represents the right to receive, following vesting, one share of the Company's common stock.
F7RSUs vest 50% on March 5, 2019, and the remaining 50% will vest on March 5, 2020.
F8Once vested, the shares of common stock are not subject to expiration.
F9Represents 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 5, 2018. All RSUs vest 100% on March 5, 2019, subject to attainment of the CICP performance threshold funding for the year ending December 31, 2018.