Subramanian Sundar 4

What Happened
Subramanian Sundar, EVP & GM Infrastructure Management at Progress Software (PRGS), sold 1,352 shares in an open-market sale on 2026-01-26 at $42.37 per share for proceeds of $57,284. In addition, Sundar was granted 13,334 restricted stock units (RSUs) and 31,510 stock options on 2026-01-22 (reported as awards with $0 cash value at grant).

Key Details

• Sale: 1,352 shares on 2026-01-26 at $42.37 — proceeds $57,284 (transaction code S).
• Grants: 13,334 RSUs (A) and 31,510 stock options (A) dated 2026-01-22 (reported with $0 cash value).
• Shares owned after the transactions: not specified in the Form 4 filing.
• Footnotes:
  • F1: The sale was executed under a preexisting Rule 10b5-1 trading plan adopted Oct 27, 2025.
  • F2: Each RSU represents a contingent right to receive one share.
  • F3: RSUs vest in six equal semiannual installments beginning Oct 1, 2026, subject to continued employment.
  • F4: Stock options vest in eight equal semiannual installments beginning Oct 1, 2026, subject to continued employment.
• Filing: Form 4 filed on 2026-01-26 for transactions dated 2026-01-22 and 2026-01-26 — filing is timely under Form 4 rules.

Context
The grants are derivative awards (RSUs and options) that vest over time and do not represent immediate cash or shares until vesting/exercise; they were reported as awards, not exercises. The open-market sale was performed under a preexisting 10b5-1 plan, which typically means the sale was pre-authorized and not necessarily a real-time judgment about the stock. Purchases generally carry more signal than routine, preplanned sales; these filings are factual disclosures, not statements of intent.