SEC Form 4 · accession 0001209191-18-051099
PEGASYSTEMS INC · PEGA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Efstathios A Kouninis
Officer — VP of Finance & CAO
Period of report
Sep 12, 2018
Accepted (ET)
Sep 14, 2018 · 4:48 pm EDT
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 | Sep 12, 2018 | M | 93 | $0.00 | A | 322 | D | |
| Common Stock | Sep 12, 2018 | F | 28 | $63.75 | D | 294 | D | |
| Common Stock | Sep 13, 2018 | M | 314 | $27.24 | A | 608 | D | |
| Common StockF2 | Sep 13, 2018 | F | 186 | $65.00 | D | 422 | D | |
| Common Stock | Sep 13, 2018 | M | 478 | $25.20 | A | 900 | D | |
| Common StockF2 | Sep 13, 2018 | F | 272 | $65.25 | D | 628 | D | |
| Common StockF3,F4 | Sep 13, 2018 | S | 455 | $65.31 | D | 173 | 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 UnitsF5,F1,F6 | $0.00 | Sep 12, 2018 | M | 93 | D | Sep 12, 2017 | — | Common Stock | 93 | 1,114 | D |
| Stock OptionsF7 | $27.24 | Sep 13, 2018 | M | 314 | D | Sep 12, 2017 | Sep 12, 2026 | Common Stock | 314 | 3,765 | D |
| Stock OptionsF8 | $25.20 | Sep 13, 2018 | M | 478 | D | Mar 12, 2017 | Mar 12, 2026 | Common Stock | 478 | 10,993 | D |
Explanation of responses
- F1Represents 5% vesting on September 12, 2018. The original grant was 1856 restricted stock units, with 20% vesting on September 12, 2017, and the remaining 80% vesting in equal quarterly installments over the remaining 4 years.
- F2Represents the exercise price of the Stock Options referenced in Table II and Mr. Kouninis' tax liability, which were paid by way of withholding by the Company of shares of equal value.
- F3Represents the weighted average of the sale prices, ranging from $65.00 to $65.75. 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.
- F4Does not include shares of common stock subject to unvested restricted stock units and options awards.
- F5Each restricted stock unit represents the right to receive, following vesting, one share of the issuer's common stock.
- F6Once vested, the shares of common stock are not subject to expiration.
- F7Options vested 20% on September 12, 2017, with the remaining 80% vesting in equal quarterly installments over the next four years.
- F8Options vested 20% on March 12, 2017, with the remaining 80% vesting in equal quarterly installments over the next four years.