FOLGER ANTHONY 4

What Happened
Anthony Folger, Chief Financial Officer of Progress Software (PRGS), had restricted stock units (RSUs) convert into common stock on April 1, 2026. Three conversions totaled 8,042 shares issued to him (no cash paid for the conversion). To satisfy tax-withholding obligations, the company withheld 3,568 of those shares and disposed of them at $24.96 per share, generating approximately $89,057 in tax withholding. Net shares delivered to Folger after withholding were the converted total minus withheld shares.

Key Details

• Transaction date: April 1, 2026. Form 4 filed April 3, 2026 (timely filing).
• Conversions (code M): 2,529 + 2,464 + 3,049 = 8,042 shares converted from RSUs (acquired at $0 cash cost).
• Withholding/dispositions (code F): 1,122 + 1,093 + 1,353 = 3,568 shares withheld at $24.96 each = $89,057 total to cover tax withholding.
• Shares owned after transaction: not disclosed in the filing.
• Footnotes: F1–F4 confirm RSUs convert 1:1 and the withheld shares were used to pay taxes; F5–F7 detail the original RSU grants (Jan 19, 2023; Jan 18, 2024; Jan 23, 2025) and typical six-installment vesting schedules.
• Transaction codes: M = exercise/conversion of derivative (RSU conversion); F = shares withheld/disposed to cover tax withholding.

Context
This was a routine RSU vesting and tax-withholding event, not an open-market purchase or a voluntary sale by the insider. Such withholding is common when equity awards vest and does not, by itself, indicate a change in the insider’s view of the company.