Form 4: Pegasystems COO/CFO Kenneth Stillwell Reports RSU Vesting and Tax-Related Stock Disposition

Pegasystems' Chief Operating Officer and Chief Financial Officer, Kenneth Stillwell, reported the vesting of 2,611 restricted stock units and the subsequent disposition of 1,028 shares to cover tax withholding obligations.

Summary

• Kenneth Stillwell, COO and CFO of Pegasystems Inc. (PEGA), reported transactions on June 9, 2025.
• He acquired 2,611 shares of common stock through the vesting of restricted stock units (RSUs) at a price of $0.
• These 2,611 shares represent a 5% vesting of an original grant of 41,768 RSUs, with this specific vesting occurring on June 7, 2025, and released on June 9, 2025.
• He disposed of 1,028 shares of common stock at a price of $102.46 per share to satisfy tax withholding obligations related to the RSU vesting, a transaction exempted pursuant to Rule 16b-3(e).
• Following these transactions, Mr. Stillwell directly beneficially owns 26,605 shares of common stock.
• He also beneficially owns 18,273 unvested restricted stock units.
• The original RSU grant had 25% vesting on March 7, 2024, with the remaining 75% scheduled to vest in equal quarterly installments over the subsequent three years.

Sentiment

Score: 6

Explanation: The transaction is a routine executive compensation event involving RSU vesting and tax-related share disposition. It reflects ongoing executive incentive alignment but does not indicate significant positive or negative news for the company's operational or financial performance.

Positives

• The vesting of restricted stock units indicates continued long-term incentive alignment between management and shareholders.
• The acquisition of 2,611 shares through vesting increases the direct ownership stake of a key executive, Kenneth Stillwell.

Negatives

• The disposition of 1,028 shares, while for tax purposes, results in a reduction of the executive's direct share count.

Future Outlook

NA

Industry Context

This Form 4 filing is a routine disclosure of an insider stock transaction, specifically the vesting of executive compensation and subsequent tax-related share disposition. It does not provide broader insights into industry trends or competitive landscape, as its scope is limited to individual executive stock ownership changes.

Stakeholder Impact

• Shareholders: The transaction reflects a routine executive compensation event, aligning executive interests with long-term company performance through equity vesting. The sale for tax purposes is a common occurrence and does not typically signal a change in executive confidence.
• Employees: No direct impact on general employees is indicated by this filing.
• Customers, Suppliers, Creditors: No direct impact on these stakeholders is indicated by this filing.

Next Steps

• Remaining 75% of the original restricted stock unit grant will vest in equal quarterly installments over the next three years.

Key Dates

Recommendation

Keywords

Pegasystems, PEGA, Kenneth Stillwell, Form 4, SEC Filing, Insider Transaction, Restricted Stock Units, RSU Vesting, Stock Disposition, Tax Withholding, Executive Compensation, Corporate Officer