Subramanian Sundar 4

What Happened
Subramanian Sundar, EVP & GM Infrastructure Management at Progress Software (PRGS), had 10,154 performance-based restricted stock units vest on Feb 1, 2026. The RSUs converted one-for-one into 10,154 shares. The company withheld 4,504 shares to cover tax withholding (value reported as $182,727 at $40.57/share), leaving Sundar with a net 5,650 shares. The gross value of the vested RSUs at the withholding price was approximately $411,949.

Key Details

• Transaction date: 2026-02-01; Form 4 filed: 2026-02-03 (appears timely).
• Actions reported: M = conversion/exercise of derivatives (10,154 RSUs → 10,154 shares); F = shares withheld for tax (4,504 shares @ $40.57 → $182,727).
• Net shares received/retained by the insider: 5,650 shares (10,154 vested − 4,504 withheld).
• Shares owned after transaction: total holdings after this report are not disclosed in the provided filing.
• Footnotes: RSUs were granted Jan 19, 2023 under the 2022 Long Term Incentive Plan; vesting was based on relative total shareholder return and cumulative operating income for the three-year period ending Nov 30, 2025. RSUs convert one-for-one to common stock.

Context
This was a vesting of performance-based RSUs, not an open-market purchase or sale by the insider. The withholding of shares to satisfy tax obligations (code F) is a routine administrative step and does not, by itself, indicate a change in insider sentiment. The filing shows conversion/exercise of the RSUs (code M) and the share-for-tax withholding (code F).