SEC Form 4 · accession 0001465475-15-000005
PROGRESS SOFTWARE CORP /MA · PRGS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David A Benson
Officer — EVP and CIO
Period of report
Oct 30, 2015
Accepted (ET)
Nov 3, 2015 · 2:04 pm EST
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 | Oct 30, 2015 | M | 1,500 | $24.31 | A | 46,062 | D | |
| Common StockF1 | Oct 30, 2015 | F | 488 | $24.31 | D | 45,574 | D | |
| Common Stock | Oct 30, 2015 | M | 1,050 | $24.31 | A | 46,624 | D | |
| Common StockF2 | Oct 30, 2015 | F | 342 | $24.31 | D | 46,282 | D | |
| Common Stock | Oct 30, 2015 | M | 1,180 | $24.31 | A | 47,462 | D | |
| Common StockF3 | Oct 30, 2015 | F | 384 | $24.31 | D | 47,078 | D | |
| Common Stock | Oct 30, 2015 | M | 776 | $24.31 | A | 47,854 | D | |
| Common StockF4 | Oct 30, 2015 | F | 253 | $24.31 | D | 47,601 | 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 UnitsF8,F5,F7 | — | Oct 30, 2015 | M | 1,500 | D | — | — | Common Stock | 1,500 | 0 | D |
| Restricted Stock UnitsF10,F5,F9 | — | Oct 30, 2015 | M | 1,050 | D | — | — | Common Stock | 1,050 | 0 | D |
| Restricted Stock UnitsF12,F5,F11 | — | Oct 30, 2015 | M | 1,180 | D | — | — | Common Stock | 1,180 | 0 | D |
| Restricted Stock UnitsF14,F5,F13 | — | Oct 30, 2015 | M | 776 | D | — | — | Common Stock | 776 | 0 | D |
Explanation of responses
- F1Represents 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 22, 2013.
- F10As of the date of this filing, 1,573 restricted stock units have already vested and been released, 1,050 restricted stock units vested on the Transaction Date and 525 restricted stock units are cancelled due to termination of employment of the Reporting Person with Issuer.
- F11On January 7, 2014, the Reporting Person was granted 7,080 restricted stock units, vesting in five installments, with one-third vesting on April 1, 2014 and the remaining restricted stock units vesting in four equal semi-annual installments, subject to the continued employment of the Reporting Person with Issuer.
- F12As of the date of this filing, 5,900 restricted stock units have already vested and been released.
- F13On January 29, 2015, the Reporting Person was granted 2,327 restricted stock units, vesting in six equal semi-annual installments beginning on October 1, 2015, subject to the continued employment of the Reporting Person with Issuer.
- F14As of the date of this filing, 387 restricted stock units have already vested and been released, 776 restricted stock units vested on the Transaction Date and 1,164 restricted stock units are cancelled due to termination of employment of the Reporting Person with Issuer.
- F2Represents 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 13, 2014.
- 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 7, 2014.
- F4Represents 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.
- F5Restricted stock units convert into common stock on a one-for-one basis.
- F6Reflects the accelerated vesting of all or a portion of previously granted restricted stock units immediately prior to the termination of employment of the Reporting Person with Issuer.
- F7On January 22, 2013, the Reporting Person was granted 9,000 restricted stock units, vesting in six equal semi-annual installments beginning on October 1, 2013, subject to the continued employment of the Reporting Person with Issuer.
- F8As of the date of this filing, 7,500 restricted stock units have already vested and been released.
- F9On January 13, 2014, the Reporting Person was granted 3,148 restricted stock units, vesting in six equal semi-annual installments beginning on October 1, 2014, subject to the continued employment of the Reporting Person with Issuer.