Reiner Andres 4
4 · PROS Holdings, Inc. · Filed Jan 17, 2025
Insider Transaction Report
Form 4
Reiner Andres
Sr. VP Product Development
Transactions
- Award
Restricted Stock Units
2025-01-15+148,314→ 336,667 total→ Common Stock (148,314 underlying) - Award
Market Stock Units
2025-01-15+197,752→ 556,584 total→ Common Stock (197,752 underlying)
Footnotes (6)
- [F1]Each restricted stock unit ("RSU") represents the contingent right to receive one share of PROS Holdings, Inc. ("PROS") common stock.
- [F2]This grant was awarded on January 15, 2025 in the amount of 148,314 RSUs. They vest at 33.3% after one year and 8.33% each quarter thereafter, over three years.
- [F3]Includes (i) 21,384 unvested RSUs awarded Jan 10, 2022 - vests at 25% after one year on the anniversary date, and the remainder will vest at the rate of 6.25% on the 10th day of the first month of each quarter thereafter; (ii) 69,754 unvested RSUs awarded Jan 12, 2023 - will vest at 25% after one year on the anniversary date, and the remainder will vest at the rate of 6.25% on the 12th day of the first month of each quarter thereafter; (iii) 97,215 unvested RS Us awarded January 12, 2024 - will vest at 25% after one year on the anniversary date, and the remainder vest at the rate of 6.25% on the 12th day of the first month of each quarter thereafter; and (iv) 148,314 unvested RSUs as detailed in Footnote 2.
- [F4]One share of PROS will be issued for each Market Stock Unit ("MSU") that vests.
- [F5]These MSUs were granted on January 15, 2025, have a settlement date of January 31, 2028 and are subject to a performance measure based on the relative shareholder return of PROS common stock compared with that of a peer group over a three-year performance period January 15, 2025 through December 31, 2027. The number of units reported represent the maximum possible number of shares which may be earned at 200% of target award.
- [F6]All grants in this Footnote represent the maximum possible number of shares which may be earned at 200% of target award, and includes: (i) 186,008 MSUs, the performance period for these shares will end on December 31, 2025 and will settle on January 31, 2026, associated with a January 12, 2023 grant; (ii) 172,824 MSUs - the performance period for these shares will end on December 31, 2026, and will settle on January 31, 2028, associated with a January 12, 2024 grant; and (iii) 197,752 MSUs as detailed in Footnote 5.