PEGA.NASDAQPegasystems INC

Form 4: Pegasystems COO/CFO Stillwell Reports RSU Vesting & Tax Sales

Sentiment:

Insider Transaction Report


Pegasystems' COO and CFO, Kenneth Stillwell, reported the vesting of restricted stock units and subsequent sales for tax withholding purposes.

Summary

  • Kenneth Stillwell, COO and CFO of Pegasystems Inc., reported transactions involving the company's common stock.
  • On September 5, 2025, Stillwell acquired 4,402 shares of common stock at a price of $0, resulting from the vesting of restricted stock units.
  • Concurrently on September 5, 2025, 1,733 shares were disposed of at $53.81 per share to cover tax withholding obligations related to the RSU vesting.
  • Following these transactions, Stillwell beneficially owned 124,661 shares of common stock.
  • On September 7, 2025, an additional 5,220 shares of common stock were acquired at a price of $0, also due to the vesting of restricted stock units.
  • On the same date, September 7, 2025, 2,055 shares were disposed of at $55.51 per share for tax withholding purposes.
  • After all reported transactions, Stillwell's beneficial ownership of common stock increased to 127,826 shares.
  • The restricted stock units vest 25% on the initial exercisable date, with the remaining 75% vesting in equal quarterly amounts over the subsequent three years.

Sentiment

Score: 5

Explanation: The sentiment is neutral as the filing reports routine compensation-related transactions (RSU vesting and tax withholding sales) which are expected events for executives and do not indicate a change in company fundamentals or strategic direction.

Positives

  • The vesting of 4,402 and 5,220 Restricted Stock Units (RSUs) at a $0 exercise price represents a gain for the insider as part of their compensation package.
  • The increase in beneficial ownership of common stock to 127,826 shares after the transactions, despite tax-related sales, indicates continued equity stake.

Negatives

  • A total of 3,788 shares (1,733 + 2,055) were sold to cover tax obligations, reducing the direct share count from the vested RSUs.

Future Outlook

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

Industry Context

This Form 4 filing is a routine disclosure of insider stock transactions, specifically related to executive compensation through Restricted Stock Units. It does not provide broader industry context or competitive analysis.

Stakeholder Impact

  • Shareholders: The transactions represent a routine compensation event for an executive and do not directly impact the company's operational or financial performance. The slight increase in the executive's beneficial ownership (after tax sales) may be viewed as a minor positive for alignment of interests.
  • Employees: No direct impact on general employees is indicated by this filing.

Key Dates

DateDescription
03/07/2024Date Exercisable for a portion of Restricted Stock Units, with 25% vesting and remaining 75% vesting quarterly over 3 years.
03/05/2025Date Exercisable for a portion of Restricted Stock Units, with 25% vesting and remaining 75% vesting quarterly over 3 years.
09/05/2025Acquisition of 4,402 common shares from RSU vesting and disposition of 1,733 common shares for tax withholding.
09/07/2025Acquisition of 5,220 common shares from RSU vesting and disposition of 2,055 common shares for tax withholding.
09/09/2025Date the Form 4 was signed by the reporting person's attorney-in-fact.
03/07/2027Expiration Date for a portion of Restricted Stock Units.
03/05/2028Expiration Date for a portion of Restricted Stock Units.

Keywords

Pegasystems, PEGA, Kenneth Stillwell, COO, CFO, Insider Trading, Form 4, Restricted Stock Units, RSU Vesting, Stock Transactions, Tax Withholding

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