PROGRESS SOFTWARE CORP /MA — Director's Dealing 2014

Dec 4, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROGRESS SOFTWARE CORP /MA (PRGS)
CIK: 0000876167
Period of Report: 2014-12-02

Reporting Person: GUPTA RAM (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-12-02	Common Stock	S	9320	$26.08	Disposed	13855	Direct
2014-12-02	Common Stock	P	9175	$26.09	Disposed	4680	Direct

Footnotes

F1: The trading activity reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on February 19, 2014.

F2: Represents restricted stock units acquired by the Reporting Person pursuant to the 2008 Stock Option and Incentive Plan and 2013 Fiscal Year Non Employee Director Compensation Plan for services provided as a director applicable to the 2013 fiscal year. Each restricted stock unit represents the right to receive one share of common stock. The restricted stock units vested on December 1, 2013.

F3: Represents restricted stock units acquired by the Reporting Person pursuant to the 2008 Stock Option and Incentive Plan and 2014 Fiscal Year Non Employee Director Compensation Plan for services provided as a director applicable to the 2014 fiscal year. Each restricted stock unit represents the right to receive one share of common stock. The restricted stock units vested on December 1, 2014.