SEC Form 4 · accession 0001619688-16-000007
PROGRESS SOFTWARE CORP /MA · PRGS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Benedict
Officer — Chief Product Officer
Period of report
Apr 1, 2016
Accepted (ET)
Apr 5, 2016 · 8:49 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 | Apr 1, 2016 | M | 2,500 | — | A | 33,515 | D | |
| Common StockF3 | Apr 1, 2016 | F | 824 | $24.66 | D | 32,691 | D | |
| Common StockF1 | Apr 1, 2016 | M | 1,049 | — | A | 33,740 | D | |
| Common StockF4 | Apr 1, 2016 | F | 348 | $24.66 | D | 33,392 | D | |
| Common StockF1 | Apr 1, 2016 | M | 1,967 | — | A | 35,359 | D | |
| Common StockF5 | Apr 1, 2016 | F | 652 | $24.66 | D | 34,707 | D | |
| Common StockF1 | Apr 1, 2016 | M | 905 | — | A | 35,612 | D | |
| Common StockF6 | Apr 1, 2016 | F | 300 | $24.66 | D | 35,312 | D | |
| Common StockF1 | Apr 1, 2016 | M | 2,279 | — | A | 37,591 | D | |
| Common StockF7 | Apr 1, 2016 | F | 755 | $24.66 | D | 36,836 | 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 | — | Apr 1, 2016 | M | 2,500 | D | — | — | Common Stock | 2,500 | 0 | D |
| Restricted Stock UnitsF1,F9 | — | Apr 1, 2016 | M | 1,049 | D | — | — | Common Stock | 1,049 | 2,099 | D |
| Restricted Stock UnitsF1,F10 | — | Apr 1, 2016 | M | 1,967 | D | — | — | Common Stock | 1,967 | 0 | D |
| Restricted Stock UnitsF1,F11 | — | Apr 1, 2016 | M | 905 | D | — | — | Common Stock | 905 | 3,620 | D |
| Restricted Stock UnitsF1,F12 | — | Apr 1, 2016 | M | 6,836 | A | — | — | Common Stock | 6,836 | 6,836 | D |
| Restricted Stock UnitsF1,F12 | — | Apr 1, 2016 | M | 2,279 | D | — | — | Common Stock | 2,279 | 4,557 | D |
Explanation of responses
- F1Restricted stock units convert into common stock on a one-for-one basis.
- F10On January 7, 2014, the Reporting Person was granted 11,800 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.
- F11On January 29, 2015, the Reporting Person was granted 5,429 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.
- F12Represents performance-based restricted stock units acquired by the Reporting Person based on Issuer performance in FY15. Each restricted stock unit vests in five installments, with one-third vesting on April 1, 2016 and the remaining restricted stock units vesting in four equal semi-annual installments, subject to the continued employment of the Reporting Person with Issuer.
- F2Includes 713 shares of common stock acquired through the Employee Stock Purchase Plan: 163 shares on March 31, 2015, 192 shares on June 30, 2015, 165 shares on September 30, 2015, and 193 shares on December 31, 2015.
- 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 22, 2013.
- 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 13, 2014.
- 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 7, 2014.
- F6Represents 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.
- F7Represents 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.
- F8On January 22, 2013, the Reporting Person was granted 15,000 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.
- F9On January 13, 2014, the Reporting Person was granted 6,295 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.