SEC Form 4 · accession 0000876167-18-000111
PROGRESS SOFTWARE CORP /MA · PRGS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Faris Sweis
Officer — Senior Vice President
Period of report
Oct 1, 2018
Accepted (ET)
Oct 3, 2018 · 4:12 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 | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Oct 1, 2018 | M | 350 | $0.00 | A | 41,240 | D | |
| Common StockF2 | Oct 1, 2018 | F | 104 | $35.7226 | D | 41,136 | D | |
| Common StockF1 | Oct 1, 2018 | M | 87 | $0.00 | A | 41,223 | D | |
| Common StockF3 | Oct 1, 2018 | F | 26 | $35.7226 | D | 41,197 | D | |
| Common StockF1 | Oct 1, 2018 | M | 336 | $0.00 | A | 41,533 | D | |
| Common StockF4 | Oct 1, 2018 | F | 99 | $35.7226 | D | 41,434 | D | |
| Common StockF1 | Oct 1, 2018 | M | 126 | $0.00 | A | 41,560 | D | |
| Common StockF5 | Oct 1, 2018 | F | 38 | $35.7226 | D | 41,522 | D | |
| Common StockF1 | Oct 1, 2018 | M | 1,197 | $0.00 | A | 42,719 | D | |
| Common StockF6 | Oct 1, 2018 | F | 353 | $35.7226 | D | 42,366 | D | |
| Common StockF1 | Oct 1, 2018 | M | 690 | $0.00 | A | 43,056 | D | |
| Common StockF7 | Oct 1, 2018 | F | 204 | $35.7226 | D | 42,852 | 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 UnitsF1,F8 | — | Oct 1, 2018 | M | 350 | D | — | — | Common Stock | 350 | 350 | D |
| Restricted Stock UnitsF1,F9 | — | Oct 1, 2018 | M | 87 | D | — | — | Common Stock | 87 | 349 | D |
| Restricted Stock UnitsF1,F10 | — | Oct 1, 2018 | M | 336 | D | — | — | Common Stock | 336 | 673 | D |
| Restricted Stock UnitsF1,F11 | — | Oct 1, 2018 | M | 126 | D | — | — | Common Stock | 126 | 505 | D |
| Restricted Stock UnitsF1,F12 | — | Oct 1, 2018 | M | 1,197 | D | — | — | Common Stock | 1,197 | 3,591 | D |
| Restricted Stock UnitsF1,F13 | — | 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.
- F10On July 1, 2016, the Reporting Person was granted 2,017 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 April 1, 2017, subject to the continued employment of the Reporting Person with the Company.
- F11On July 1, 2016, the Reporting Person was granted 3,025 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.
- F12On 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.
- F13On 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.
- 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 July 1, 2016.
- F5Represents 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 July 1, 2016.
- F6Represents 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.
- F7Represents 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.
- F8On January 18, 2016, the Reporting Person was granted 2,097 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.
- F9On January 18, 2016, the Reporting Person was granted 2,097 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.