PROGRESS SOFTWARE CORP /MA·4

Feb 3, 5:21 PM ET

Jarrett Loren 4

4 · PROGRESS SOFTWARE CORP /MA · Filed Feb 3, 2026

Research Summary

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Updated

Progress Software (PRGS) EVP Jarrett Loren: 10,154 RSUs Vest; Shares Withheld

What Happened
Jarrett Loren, EVP & GM Digital Experience at Progress Software (PRGS), had 10,154 performance-based restricted stock units (RSUs) vest and convert into common shares on February 1, 2026. The RSUs converted one-for-one into 10,154 shares (exercise/conversion code M, $0.00 exercise price). To satisfy tax-withholding obligations, the company withheld 4,301 of those shares at $40.57 each, totaling $174,492 (code F). Net shares delivered to Loren after withholding were 5,853.

Key Details

  • Transaction date: February 1, 2026; Form 4 filed February 3, 2026 (within the typical two-business-day reporting window).
  • Vesting/conversion: 10,154 performance RSUs converted to 10,154 common shares (exercise/conversion, code M).
  • Tax withholding: 4,301 shares withheld at $40.57/share to cover taxes = $174,492 (code F).
  • Net shares received by insider: 5,853 shares (10,154 converted minus 4,301 withheld).
  • Footnotes: RSUs were granted Jan 19, 2023 under Progress’s plans and vested based on relative total shareholder return and cumulative operating income over the three-year period ending Nov 30, 2025 (F1). RSUs convert one-for-one to common stock (F2). Withholding represents shares withheld to pay tax obligations on vesting (F3).
  • Shares owned after transaction: Not specified in the provided Form 4 excerpt.

Context
This was not a market purchase or open-market sale but a performance-based equity award vesting and conversion, with shares withheld to cover taxes (a common, administrative action). Such vesting events reflect compensation becoming exercisable/issued rather than a directional insider bet on the stock.

Insider Transaction Report

Form 4
Period: 2026-02-01
Jarrett Loren
EVP/GM Digital Experience
Transactions
  • Exercise/Conversion

    Common Stock

    [F1][F2]
    2026-02-01+10,15423,987 total
  • Tax Payment

    Common Stock

    [F3]
    2026-02-01$40.57/sh4,301$174,49219,686 total
  • Exercise/Conversion

    Restricted Stock Units

    [F2][F1]
    2026-02-0110,1540 total
    Common Stock (10,154 underlying)
Footnotes (3)
  • [F1]On January 19, 2023, the Reporting Person was granted 11,671 performance-based restricted stock units pursuant to Progress Software Corporation's (the "Company's") 2008 Stock Option and Incentive Plan and 2022 Long Term Incentive Plan. Based on the Company meeting relative total shareholder return and cumulative operating income criteria over the three-year period ending November 30, 2025, the amount shown is the amount of performance-based restricted stock units that vested under the 2022 Long Term Incentive Plan on February 1, 2026.
  • [F2]Restricted stock units convert into common stock on a one-for-one basis.
  • [F3]Represents shares of common stock withheld by the Company to pay the tax withholding obligations of the Reporting Person upon the vesting of performance-based restricted stock units granted to the Reporting Person on January 19, 2023.
Signature
YuFan Stephanie Wang, Attorney-in-Fact|2026-02-03

Documents

1 file
  • 4
    wk-form4_1770157300.xmlPrimary

    FORM 4