UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

~~_________________________________~~____________________

FORM 8-K

~~_________________________________~~____________________

Current Report

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~October 21~~January 8, ~~2025~~2026

____________________

PEGASYSTEMS INC.

(Exact name of Registrant as specified in its charter)

~~_________________________________~~____________________


Massachusetts	1-11859	04-2787865
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

225 Wyman Street, Waltham, MA 02451

(Address of principal executive offices, including zip code)

(617) 374-9600

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☒☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common Stock, $.01 par value per share	PEGA	NASDAQ Global Select Market

Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

~~ITEM~~Item 28.~~02 RESULTS~~01. OFOther ~~OPERATIONS AND FINANCIAL CONDITION~~Events

On ~~October 21~~January 8, ~~2025~~2026, ~~Pegasystems~~the ~~Inc.~~Supreme ~~issued~~Court aof ~~press~~Virginia ~~release~~unanimously ~~announcing~~affirmed ~~its~~in ~~financial~~full ~~results~~the ~~for~~July 30, 2024 decision of the ~~third~~Court ~~quarter~~of Appeals of ~~2025~~Virginia reversing the judgment for Appian Corp. Aon ~~copy~~the ofVUTSA claims in the ~~press~~case ~~release~~titled isAppian ~~attached~~Corp. asv. ~~Exhibit~~Pegasystems 99Inc.1 toand ~~this~~Youyong ~~Current~~Zou, ~~Report~~Circuit onCourt ~~Form~~of ~~8-K~~Fairfax ~~and~~County, isVirginia. The ~~incorporated~~Supreme ~~herein~~Court byordered ~~reference~~the inmatter to be remanded for retrial consistent with its ~~entirety~~opinion.

~~The~~On ~~information~~January in8, ~~this~~2026, ~~Item~~Pegasystems 2Inc.02 ~~and~~sent ~~the~~to ~~Exhibits~~its ~~attached~~employees ~~hereto shall not be deemed “filed” for purposes of Section 18 of~~ the ~~Securities~~email ~~Exchange~~attached ~~Act~~as ofExhibit ~~1934~~99.1 ~~(the~~with ~~“Exchange~~respect ~~Act”) or otherwise subject~~ to the ~~liabilities~~lawsuit ofstyled ~~that~~Appian ~~section,~~Corp. ~~nor~~v. ~~shall~~Pegasystems itInc. be& ~~deemed~~Youyong ~~incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing~~Zou.

Item 9.01 Financial Statements and Exhibits

Exhibit No.						Description
99.1						~~Press~~Email ~~release~~to ~~issued~~employees byof Pegasystems Inc. January 8, 2026
104						Cover Page Interactive Data File (formatted as Inline XBRL)

SIGNATURE

		Pegasystems Inc.
Dated:	October 21, 2025	By:	/s/ KENNETH STILLWELL
			Kenneth Stillwell
			Chief Operating Officer and Chief Financial Officer
			(Principal Financial Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


		Pegasystems Inc.

Dated:	January 9, 2026	By:	/s/ KENNETH STILLWELL
			Kenneth Stillwell
			Chief Operating Officer and Chief Financial Officer
			(Principal Financial Officer)

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