Form 4: Pegasystems COO/CFO Gifts 6,000 Shares in Future Transaction

Pegasystems' COO and CFO, Kenneth Stillwell, reported a planned future gift of 6,000 common shares, effective December 10, 2025.

Summary

• Kenneth Stillwell, the Chief Operating Officer and Chief Financial Officer of Pegasystems Inc., reported a disposition of 6,000 shares of the company's common stock.
• The transaction is categorized as a gift (Transaction Code G) with a price of $0 per share.
• This gift is scheduled to occur on December 10, 2025, and was made pursuant to a Rule 10b5-1(c) plan.
• Following the execution of this transaction, Mr. Stillwell will beneficially own 128,788 shares of Pegasystems common stock.

Sentiment

Score: 5

Explanation: The transaction is a gift, not a sale, and is pre-planned under a 10b5-1 plan, which is generally neutral. While it reduces direct ownership, the remaining holding is significant, leading to a neutral sentiment.

Positives

• The transaction is a gift rather than a sale for cash, indicating no immediate cash-out by the insider.
• The transaction is pre-planned under a Rule 10b5-1 plan, which helps to mitigate concerns about potential insider trading.

Negatives

• A reduction in direct beneficial ownership by a key executive, even through a gift, could be perceived by some as a slight decrease in direct alignment with shareholder interests, although the remaining holding is substantial.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.

Industry Context

This is a routine insider transaction filing and does not provide broader industry context or trends.

Related Party Transactions

• Disposition of 6,000 common shares as a gift by COO and CFO Kenneth Stillwell. The recipient is not disclosed, but gifts are often made to family members or charitable organizations, which could be considered related parties depending on the specific relationship.

Stakeholder Impact

• Shareholders: A minor reduction in direct beneficial ownership by a key executive, but the shares were gifted, not sold for cash. The overall impact is likely minimal given the remaining substantial holding.
• Employees, Customers, Suppliers, Creditors: No direct impact on these stakeholders from this specific filing.

Next Steps

• The gift of 6,000 common shares by Kenneth Stillwell is scheduled to be executed on December 10, 2025.

Key Dates

Recommendation

This Form 4 reports a pre-planned gift of shares by a key executive. It does not provide new information regarding the company's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. The transaction itself is neutral, as it's a gift rather than a sale for value, and is part of a Rule 10b5-1 plan. Investors should continue to evaluate the company based on its core business fundamentals and financial results.

Keywords

Pegasystems, PEGA, Kenneth Stillwell, COO, CFO, Insider Transaction, Form 4, Gift, Common Stock, Rule 10b5-1