Pegasystems CPO Rifat Kerim Exercises RSUs; Sells Shares for Taxes

What Happened

• Rifat Kerim, Chief Product Officer of Pegasystems (PEGA), had 1,176 restricted stock units (RSUs) vest and convert to shares on Sept 1, 2026 (reported on Sept 2). Of those, 569 shares were surrendered/sold to cover tax withholding at $36.81 per share, generating $20,945. The vesting/conversion is reported as an exercise/conversion of a derivative (code M) and the tax withholding as disposal (code F).
• Net result: 1,176 shares converted from RSUs, 569 shares withheld/sold for taxes, leaving a net 607 shares retained from this vesting event (1,176 − 569 = 607).

Key Details

• Transaction date: 2026-09-01; filing date: 2026-09-02 (timely).
• Conversion: 1,176 RSUs → 1,176 shares (code M) at $0.00 exercise price (RSUs convert on vesting).
• Tax withholding: 569 shares disposed (code F) at $36.81 per share for a total of $20,945.
• Net shares retained from the vesting: 607 shares (not sold).
• Shares owned after the transaction: not disclosed in this filing.
• Footnotes: F1 — each RSU converts to one share on vesting; F2 — 20% of the award vested on the exercisable date and the remaining 80% vests in equal quarterly installments over the following four years.
• This transaction reflects RSU vesting and an automatic/required sale to satisfy tax withholding, not a market-driven investment purchase or directional trade.

Context

• This was not a cash purchase; it was the conversion of RSUs to shares followed by a withholding sale to pay taxes (a common administrative step). Such sales for tax withholding are routine and do not necessarily indicate the insider’s view of the stock.
• Reporting codes: M = exercise/conversion of derivative (here, RSUs converting to shares); F = shares withheld/disposed to cover exercise price or tax liability.