PROGRESS SOFTWARE CORP /MA·4

Apr 3, 4:17 PM ET

Jarrett Loren 4

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

Research Summary

AI-generated summary of this filing

Updated

Progress Software (PRGS) EVP Jarrett Loren Exercises RSUs; Shares Withheld

What Happened

  • Jarrett Loren, EVP/GM Digital Experience at Progress Software (PRGS), had restricted stock units (RSUs) convert into 4,044 shares of common stock on April 1, 2026 (three separate conversions of 1,168; 1,167; and 1,709 shares). The conversions show an exercise/conversion price of $0.00 because these were RSUs converting one-for-one into common stock.
  • To satisfy tax withholding obligations, the company withheld 1,714 shares (495; 495; and 724) at an indicated per-share value of $24.96, totaling about $42,781. This is a routine tax-withholding transaction, not an open-market sale.

Key Details

  • Transaction date: April 1, 2026; filing date: April 3, 2026 (timely).
  • RSUs converted: 4,044 shares (1,168 + 1,167 + 1,709) at $0.00 exercise/conversion price.
  • Shares withheld for taxes: 1,714 shares (495 + 495 + 724) at $24.96 each; total withholding value ~$42,781.
  • Net new shares added to Loren’s holdings from these conversions: 4,044 − 1,714 = 2,330 shares (shares owned after transaction not specified in the provided filing excerpt).
  • Transaction codes: M = exercise/conversion of derivative (RSU conversion); F = payment of tax liability via share withholding.
  • Footnotes: RSUs were granted under the company’s plan on Jan 19, 2023; Jan 18, 2024; and Jan 23, 2025, with vesting schedules noted in the filing.

Context

  • This was not an open-market sale or purchase signal. The conversions are standard RSU vesting events and the share disposals are company-withheld shares to cover tax obligations (a cashless-type settlement).
  • For retail investors: routine tax-withholding following vesting is common and should not be interpreted as a deliberate insider sale of shares to realize gains.

Insider Transaction Report

Form 4
Period: 2026-04-01
Jarrett Loren
EVP/GM Digital Experience
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-04-01+1,16820,854 total
  • Tax Payment

    Common Stock

    [F2]
    2026-04-01$24.96/sh495$12,35520,359 total
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-04-01+1,16721,526 total
  • Tax Payment

    Common Stock

    [F3]
    2026-04-01$24.96/sh495$12,35521,031 total
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-04-01+1,70922,740 total
  • Tax Payment

    Common Stock

    [F4]
    2026-04-01$24.96/sh724$18,07122,016 total
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F5]
    2026-04-011,1680 total
    Common Stock (1,168 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F6]
    2026-04-011,1672,336 total
    Common Stock (1,167 underlying)
  • Exercise/Conversion

    Restricted Stock Units

    [F1][F7]
    2026-04-011,7096,837 total
    Common Stock (1,709 underlying)
Footnotes (7)
  • [F1]Restricted stock units convert into common stock on a one-for-one basis.
  • [F2]Represents shares of common stock withheld by Progress Software Corporation (the "Company") to pay the tax withholding obligations of the Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on January 19, 2023.
  • [F3]Represents shares of common stock withheld by the Company to pay the tax withholding obligations of the Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on January 18, 2024.
  • [F4]Represents shares of common stock withheld by the Company to pay the tax withholding obligations of the Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on January 23, 2025.
  • [F5]On January 19, 2023, the Reporting Person was granted 7,003 restricted stock units pursuant to the Company's 2008 Stock Option and Incentive Plan (as amended and restated, the "Plan"). The restricted stock units vest in six equal semiannual installments beginning October 1, 2023, subject to the continued employment of the Reporting Person with the Company.
  • [F6]On January 18, 2024, the Reporting Person was granted 7,004 restricted stock units pursuant to the Plan. The restricted stock units vest in six equal semiannual installments beginning October 1, 2024, subject to the continued employment of the Reporting Person with the Company.
  • [F7]On January 23, 2025, the Reporting Person was granted 10,255 restricted stock units pursuant to the Plan. The restricted stock units vest in six equal semiannual installments beginning October 1, 2025, subject to the continued employment of the Reporting Person with the Company.
Signature
YuFan Stephanie Wang, Attorney-in-Fact|2026-04-03

Documents

1 file
  • 4
    wk-form4_1775247453.xmlPrimary

    FORM 4