Form 4: Pegasystems Officer Exercises Options, Sells Shares

Pegasystems' SVP, Chief Accounting Officer, Efstathios A. Kouninis, exercised stock options and subsequently sold all acquired common stock, including shares for tax withholding.

Summary

• Efstathios A. Kouninis, SVP, Chief Accounting Officer of Pegasystems Inc., exercised 8,006 stock options on October 23, 2025, at an exercise price of $22.15 per share.
• Immediately following the exercise, 8,006 shares of common stock were disposed of at a price of $65.5 per share.
• Of the disposed shares, 4,013 were withheld for tax purposes, and 3,993 were sold in the open market.
• The transactions were made pursuant to a Rule 10b5-1 trading plan.
• All share amounts and price data reflect a 2-for-1 forward stock split effectuated on June 20, 2025.
• Following these transactions, Mr. Kouninis beneficially owns 206 shares of Pegasystems Inc. common stock directly.

Sentiment

Score: 5

Explanation: The transaction is a routine exercise of stock options followed by a sale of the acquired shares, including for tax withholding, under a pre-arranged 10b5-1 plan. This is a neutral event, reflecting compensation management rather than a strong positive or negative signal about the company's future.

Positives

• The exercise of stock options indicates the officer realized value from their compensation, with an exercise price of $22.15 significantly below the sale price of $65.5.
• The transaction was conducted under a Rule 10b5-1 plan, suggesting a pre-scheduled and non-discretionary sale.

Negatives

• The immediate sale of all shares acquired from the option exercise, including those beyond tax withholding, means the officer did not increase their direct equity stake in the company.

Future Outlook

NA

Industry Context

This filing reports a routine insider transaction for an executive at Pegasystems Inc., a software company specializing in customer relationship management (CRM) and business process management (BPM) solutions. Such transactions are common for executives managing their equity compensation and are generally not indicative of broader industry trends.

Stakeholder Impact

• Shareholders may note the executive's decision to monetize stock options, which is a common practice for executive compensation. The transaction's routine nature, being under a 10b5-1 plan, suggests minimal impact on investor sentiment.

Key Dates

Keywords

Pegasystems, PEGA, Form 4, Insider Transaction, Stock Options, Executive Compensation, Efstathios Kouninis, Share Sale, 10b5-1 Plan