SEC Form 4 · accession 0000876167-18-000108

PROGRESS SOFTWARE CORP /MA · PRGS

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Stephen H Faberman

Officer — Chief Legal Officer

Period of report

Oct 1, 2018

Accepted (ET)

Oct 3, 2018 · 4:09 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000876167

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Common Stock^F1	Oct 1, 2018	M	509	$0.00	A	70,540	D
Common Stock^F2	Oct 1, 2018	F	217	$35.7226	D	70,323	D
Common Stock^F1	Oct 1, 2018	M	190	$0.00	A	70,513	D
Common Stock^F3	Oct 1, 2018	F	81	$35.7226	D	70,432	D
Common Stock^F1	Oct 1, 2018	M	1,197	$0.00	A	71,629	D
Common Stock^F4	Oct 1, 2018	F	509	$35.7226	D	71,120	D
Common Stock^F1	Oct 1, 2018	M	690	$0.00	A	71,810	D
Common Stock^F5	Oct 1, 2018	F	293	$35.7226	D	71,517	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^F1,F6	—	Oct 1, 2018	M	509	D	—	—	Common Stock	509	509	D
Restricted Stock Units^F1,F7	—	Oct 1, 2018	M	190	D	—	—	Common Stock	190	762	D
Restricted Stock Units^F1,F8	—	Oct 1, 2018	M	1,197	D	—	—	Common Stock	1,197	3,591	D
Restricted Stock Unit^F1,F9	—	Oct 1, 2018	M	690	D	—	—	Common Stock	690	3,453	D

Explanation of responses

F1Restricted stock units convert into common stock on a one-for-one basis.
F2Represents shares of common stock withheld by Progress Software Corporation (the "Company") to pay the tax withholding obligations of the Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on January 18, 2016.
F3Represents shares of common stock withheld by the Company to pay the tax withholding obligations of the Reporting Person upon the vesting of performance-based restricted stock units granted to the Reporting Person on January 18, 2016.
F4Represents shares of common stock withheld by the Company to pay the tax withholding obligations of the Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on February 17, 2017.
F5Represents shares of common stock withheld by the Company to pay the tax withholding obligations of the Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on January 12, 2018.
F6On January 18, 2016, the Reporting Person was granted 3,050 restricted stock units pursuant to the Company's 2008 Stock Option and Incentive Plan. The restricted stock units vest in six equal semiannual installments beginning October 1, 2016, subject to the continued employment of the Reporting Person with the Company.
F7On January 18, 2016, the Reporting Person was granted 4,575 performance-based restricted stock units pursuant to the Company's 2008 Stock Option and Incentive Plan. One-third of the restricted stock units vest beginning April 1, 2017 and the remaining restricted stock units vest in four equal semiannual installments beginning October 1, 2017, subject to the Company meeting earnings per share criteria for the fiscal year ending November 30, 2016, and the continued employment of the Reporting Person with the Company.
F8On February 17, 2017, the Reporting Person was granted 7,180 restricted stock units pursuant to the Company's 2008 Stock Option and Incentive Plan. The restricted stock units vest in six equal semiannual installments beginning October 1, 2017, subject to the continued employment of the Reporting Person with the Company.
F9On January 12, 2018, the Reporting Person was granted 4,143 restricted stock units pursuant to the Company's 2008 Stock Option and Incentive Plan. The restricted stock units vest in six equal semiannual installments beginning October 1, 2018, subject to the continued employment of the Reporting Person with the Company.