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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Restricted Stock Units (3) | $ 0 | 03/06/2019 | A | 4,681 (4) | 03/06/2020 | (5) | Common Stock | 4,681 | $ 0 | 4,681 | D | ||||
Stock Options | $ 64.35 | 03/06/2019 | A | 15,865 (6) | 03/06/2020 | 03/06/2029 | Common Stock | 15,865 | $ 0 | 15,865 | D | ||||
Restricted Stock Units (3) | $ 0 | 03/06/2019 | A | 2,073 (7) | 03/06/2020 | (5) | Common Stock | 2,073 | $ 0 | 2,073 | D | ||||
Restricted Stock Units (3) | $ 0 | 03/07/2019 | M | 440 (1) | 03/07/2015 | (5) | Common Stock | 440 | $ 0 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
PYLE MICHAEL R C/O PEGASYSTEMS INC. 1 ROGERS STREET CAMBRIDGE, MA 02142 |
Senior VP, Engineering |
/s/ Janet Mesrobian, Esq., Attorney-in-Fact for Michael Pyle | 03/08/2019 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Represents 5% vesting on March 7, 2019. The original grant was 8,798 restricted stock units, with 20% vesting March 7, 2015, and the remaining 80% vesting in equal quarterly installments over the remaining 4 years. |
(2) | Does not include shares of common stock subject to unvested restricted stock units and/or options awards. |
(3) | Each restricted stock unit represents the right to receive, following vesting, one share of the issuer's common stock. |
(4) | RSUs will vest 20% on March 6, 2020, with the remaining 80% vesting in equal quarterly installments over the remaining three years. |
(5) | Once vested, the shares of common stock are not subject to expiration. |
(6) | Options will vest 20% on March 6, 2020, with the remaining 80% vesting in equal quarterly installments over the remaining three years. |
(7) | Represents election by the individual, as part of the Company's Corporate Incentive Plan (CICP), to receive half of their annual bonus in RSUs, based upon the Company's stock price as of March 6, 2019. All RSUs vest 100% on March 6, 2020, subject to attainment of the CICP performance threshold funding for the year ending December 31, 2019. |