SEC Form 4 · accession 0001270656-17-000013
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, 2017
Accepted (ET)
Oct 4, 2017 · 4:00 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,F2 | Oct 1, 2017 | M | 517 | $0.00 | A | 64,185 | D | |
| Common StockF3 | Oct 1, 2017 | F | 168 | $38.09 | D | 64,017 | D | |
| Common StockF1 | Oct 1, 2017 | M | 651 | $0.00 | A | 64,668 | D | |
| Common StockF4 | Oct 1, 2017 | F | 212 | $38.09 | D | 64,456 | D | |
| Common StockF1 | Oct 1, 2017 | M | 508 | $0.00 | A | 64,964 | D | |
| Common StockF5 | Oct 1, 2017 | F | 165 | $38.09 | D | 64,799 | D | |
| Common StockF1 | Oct 1, 2017 | M | 190 | $0.00 | A | 64,989 | D | |
| Common StockF6 | Oct 1, 2017 | F | 62 | $38.09 | D | 64,927 | D | |
| Common StockF1 | Oct 1, 2017 | M | 1,196 | $0.00 | A | 66,123 | D | |
| Common StockF7 | Oct 1, 2017 | F | 389 | $0.00 | D | 65,734 | 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, 2017 | M | 517 | D | — | — | Common Stock | 517 | 517 | D |
| Restricted Stock UnitsF1,F9 | — | Oct 1, 2017 | M | 651 | D | — | — | Common Stock | 651 | 775 | D |
| Restricted Stock UnitsF1,F10 | — | Oct 1, 2017 | M | 508 | D | — | — | Common Stock | 508 | 1,526 | D |
| Restricted Stock UnitsF1,F11 | — | Oct 1, 2017 | M | 190 | D | — | — | Common Stock | 190 | 2,288 | D |
| Restricted Stock UnitsF1,F12 | — | Oct 1, 2017 | M | 1,196 | D | — | — | Common Stock | 1,196 | 5,984 | D |
Explanation of responses
- F1Restricted stock units convert into common stock on a one-for-one basis.
- F10Represents restricted stock units acquired by the Reporting Person pursuant to the Company's 2008 Stock Option and Incentive Plan. Each restricted stock unit represents a contingent right to receive one share of common stock. The restricted stock units vest in six equal semiannual installments beginning on October 1, 2016, subject to the continued employment of the Reporting Person with Issuer.
- F11Represents restricted stock units acquired by the Reporting Person upon conversion of performance share units relating to FY16 performance pursuant to the Company's 2008 Stock Option and Incentive Plan. Each restricted stock unit represents one share of common stock. One third of the restricted stock units vest on April 1, 2017 with the remaining restricted stock units vesting in four semi-annual installments over two years, subject to the continued employment of the Reporting Person with Issuer.
- F12Represents restricted stock units acquired by the Reporting Person pursuant to the Company's 2008 Stock Option and Incentive Plan. Each restricted stock unit represents a contingent right to receive one share of common stock. The restricted stock units vest in six equal installments beginning on October 1, 2017, subject to the continued employment of the Reporting Person with Issuer.
- F2Includes 551 shares of common stock acquired through Employee Stock Purchase Plan: 324 on March 31, 2017; 227 on June 30, 2017.
- F3Represents shares of common stock withheld by Issuer to pay tax withholding obligation of Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on January 29, 2015.
- F4Represents shares of common stock withheld by Issuer to pay tax withholding obligation of Reporting Person upon the vesting of performance-based restricted stock units granted to the Reporting Person on January 29, 2015.
- F5Represents shares of common stock withheld by Issuer to pay tax withholding obligation of Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on January 18, 2016.
- F6Represents shares of common stock withheld by Issuer to pay tax withholding obligation of Reporting Person upon the vesting of performance-based restricted stock units granted to the Reporting Person on January 18, 2016.
- F7Represents shares of common stock withheld by Issuer to pay tax withholding obligation of Reporting Person upon the vesting of performance-based restricted stock units granted to the Reporting Person on February 17, 2017.
- F8Represents restricted stock units acquired by the Reporting Person pursuant to the Company's 2008 Stock Option and Incentive Plan. Each restricted stock unit represents a contingent right to receive one share of common stock. The restricted stock units vest in six equal semiannual installments beginning on October 1, 2015, subject to the continued employment of the Reporting Person with Issuer.
- F9Represents restricted stock units acquired by the Reporting Person upon conversion of performance share units relating to FY15 performance pursuant to the Company's 2008 Stock Option and Incentive Plan. Each restricted stock unit represents one share of common stock. One third of the restricted stock units vest on on April 1, 2016, with the remaining restricted stock units vesting in four semi-annual installments over two years, subject to the continued employment of the Reporting Person with Issuer.