SEC Form 4 · accession 0001209191-19-018863
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
Mar 11, 2019
Accepted (ET)
Mar 12, 2019 · 5:02 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 | Mar 11, 2019 | M | 327 | $0.00 | A | 2,397 | D | |
| Common Stock | Mar 11, 2019 | F | 97 | $64.01 | D | 2,300 | D | |
| Common Stock | Mar 11, 2019 | M | 196 | $20.05 | A | 2,496 | D | |
| Common StockF2 | Mar 11, 2019 | F | 101 | $64.75 | D | 2,395 | D | |
| Common Stock | Mar 11, 2019 | S | 95 | $64.75 | D | 2,300 | D | |
| Common Stock | Mar 11, 2019 | M | 844 | $20.49 | A | 3,144 | D | |
| Common StockF2 | Mar 11, 2019 | F | 437 | $64.75 | D | 2,707 | D | |
| Common Stock | Mar 11, 2019 | S | 407 | $64.75 | D | 2,300 | D | |
| Common StockF3 | Mar 12, 2019 | M | 93 | $0.00 | A | 2,393 | D | |
| Common Stock | Mar 12, 2019 | F | 28 | $64.92 | D | 2,365 | D | |
| Common Stock | Mar 12, 2019 | M | 956 | $25.20 | A | 3,321 | D | |
| Common StockF2 | Mar 12, 2019 | F | 543 | $65.25 | D | 2,778 | D | |
| Common Stock | Mar 12, 2019 | S | 413 | $65.25 | D | 2,365 | D | |
| Common Stock | Mar 12, 2019 | M | 314 | $27.24 | A | 2,679 | D | |
| Common StockF2 | Mar 12, 2019 | F | 185 | $65.25 | D | 2,494 | D | |
| Common StockF4 | Mar 12, 2019 | S | 129 | $65.25 | D | 2,365 | 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,F6 | $0.00 | Mar 11, 2019 | M | 327 | D | Mar 9, 2017 | — | Common Stock | 327 | 2,611 | D |
| Stock OptionsF7 | $20.05 | Mar 11, 2019 | M | 196 | D | Mar 7, 2015 | Mar 7, 2024 | Common Stock | 196 | 174 | D |
| Stock OptionsF8 | $20.49 | Mar 11, 2019 | M | 844 | D | Mar 2, 2016 | Mar 2, 2025 | Common Stock | 844 | 3,374 | D |
| Restricted Stock UnitsF5,F6 | $0.00 | Mar 12, 2019 | M | 93 | D | Sep 12, 2017 | — | Common Stock | 93 | 928 | D |
| Stock OptionsF8 | $25.20 | Mar 12, 2019 | M | 956 | D | Mar 9, 2017 | Mar 9, 2026 | Common Stock | 956 | 9,082 | D |
| Stock OptionsF8 | $27.24 | Mar 12, 2019 | M | 314 | D | Sep 12, 2017 | Sep 12, 2026 | Common Stock | 314 | 3,137 | D |
Explanation of responses
- F1Represents 5% vesting on March 9, 2019, with a release date of March 11, 2019, the first business day following the vesting. The original grant was 6,527 restricted stock units, with 20% vesting on March 9, 2017, and the remaining 80% vesting in equal quarterly installments over the remaining four years.
- F2Represents the exercise price of the Stock Options referenced in Table II and Mr. Kouninis's tax liability, which were paid by way of withholding by the Company of shares of equal value.
- F3Represents 5% vesting on March 12, 2019. The original grant was 1,856 restricted stock units, with 20% vesting on September 12, 2017, and the remaining 80% vesting in equal quarterly installments over the remaining four years.
- F4Does not include shares of common stock subject to unvested restricted stock units and/or 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 March 7, 2015, with the remaining 80% vesting in equal quarterly installments over the next four years.
- F8Options vested 20% on March 2, 2016, with the remaining 80% vesting in equal quarterly installments over the next four years.