SEC Form 4 · accession 0001334575-17-000004
PROGRESS SOFTWARE CORP /MA · PRGS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kurt Abkemeier
Other
Period of report
Mar 24, 2017
Accepted (ET)
Apr 4, 2017 · 3:17 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 Stock | Mar 24, 2017 | A | 2,940 | $28.14 | A | 2,940 | D | |
| Common StockF1 | Mar 24, 2017 | F | 972 | $28.14 | D | 1,968 | D | |
| Common Stock | Mar 24, 2017 | A | 20,221 | $28.14 | A | 22,189 | D | |
| Common StockF1 | Mar 24, 2017 | F | 6,559 | $28.14 | D | 15,630 | 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,F2,F4 | — | Mar 24, 2017 | M | 2,940 | D | — | — | Common Stock | 2,940 | 0 | D |
| Restricted Stock UnitsF5,F2,F6 | — | Mar 24, 2017 | M | 20,221 | D | — | — | Common Stock | 20,221 | 0 | D |
| Restricted Stock UnitsF5,F2,F7 | — | Mar 24, 2017 | D | 27,574 | D | — | — | Common Stock | 27,574 | 0 | D |
| Employee Stock OptionsF9 | $29.25 | Mar 24, 2017 | A | 7,551 | A | Mar 24, 2017 | Feb 17, 2024 | Common Stock | 7,551 | 0 | D |
| Restricted Stock UnitsF5,F2,F10 | — | Mar 24, 2017 | D | 17,095 | D | — | — | Common Stock | 17,095 | 0 | D |
Explanation of responses
- F1Represents shares of common stock withheld by Issuer to pay tax witholding obligation of Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on September 30, 2016.
- F10On February 17, 2017 Reporting Person was granted 17,095 performance-based restricted stock units as part of a New Hire Grant pursuant to the Company's 2008 Stock Option and Incentive Plan. The performance-based restricted stock units were scheduled to vest based on Issuer's total shareholder return over a three-year period, as would be determined at the first meeting of the Issuer's compensation committee following November 30, 2018.
- F2Restricted stock units convert into common stock on a one-for-one basis.
- F3Reflects the accelerated vesting of a portion of previously granted restricted stock units upon termination of employment of the Reporting Person with Issuer.
- F4On September 30, 2016 Reporting Person was granted 8,824 restricted stock units as part of a New Hire Grant pursuant to the Company's 2008 Stock Option and Incentive Plan. The restricted stock units were scheduled to vest in six equal semi-annual installments beginning on April 1, 2017, subject to the continued employment of the Reporting Person with Issuer.
- F5The unvested remaining restricted stock units were cancelled because Reporting Person left the employment of Issuer as Chief Financial Officer effective March 24, 2017. As of the date of this filing no restricted stock units have vested or been released.
- F6On September 30, 2016 Reporting Person was granted 60,662 restricted stock units as part of a New Hire Grant pursuant to the Company's 2008 Stock Option and Incentive Plan. The restricted stock units were scheduled to vest on September 30, 2019, subject to the continued employment of the Reporting Person with Issuer.
- F7On September 30, 2016 Reporting Person was granted 27,574 performance-based restricted stock units as part of a New Hire Grant pursuant to the Company's 2008 Stock Option and Incentive Plan. The performance-based restricted stock units were scheduled to vest based on Issuer's total shareholder return over a three-year period, as would be determined at the first meeting of the Issuer's compensation committee following November 30, 2018.
- F8Reflects the accelerated vesting of a portion of previously granted employee stock options immediately prior to the termination of employment of the Reporting Person with Issuer.
- F9On February 17, 2017 Reporting Person was granted an option to purchase 60,403 shares of common stock. The option was scheduled to vest in eight equal semiannual installments beginning on October 1, 2017, subject to the continued employment of the Reporting Person with Issuer. The unvested remaining options were cancelled because Reporting Person left the employment of Issuer as Chief Financial Officer effective March 24, 2017. As of the date of this filing no options have vested or been released.