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PROGRESS SOFTWARE CORP /MA Director's Dealing 2014

Oct 3, 2014

31754_dirs_2014-10-03_76076cda-f5cd-45cc-b96e-5d017c106afb.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROGRESS SOFTWARE CORP /MA (PRGS)
CIK: 0000876167
Period of Report: 2014-10-01

Reporting Person: Goodson John (SVP, CPO & CTO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-10-01 Common Stock M 2709 Acquired 52336 Direct
2014-10-01 Common Stock F 899 $23.79 Disposed 51467 Direct
2014-10-01 Common Stock M 5000 Acquired 56467 Direct
2014-10-01 Common Stock F 2261 $23.79 Disposed 54206 Direct
2014-10-01 Common Stock M 2500 Acquired 56706 Direct
2014-10-01 Common Stock F 1194 $23.79 Disposed 55512 Direct
2014-10-01 Common Stock M 1824 Acquired 57336 Direct
2014-10-01 Common Stock F 871 $23.79 Disposed 56465 Direct
2014-10-01 Common Stock M 2552 Acquired 59017 Direct
2014-10-01 Common Stock F 1219 $23.79 Disposed 57798 Direct
2014-10-01 Common Stock M 3933 Acquired 61731 Direct
2014-10-01 Common Stock F 1879 $23.79 Disposed 59852 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2014-10-01 Restricted Stock Units $ M 2709 Disposed Common Stock (2709) Direct
2014-10-01 Restricted Stock Units $ M 5000 Disposed Common Stock (5000) Direct
2014-10-01 Restricted Stock Units $ M 2500 Disposed Common Stock (2500) Direct
2014-10-01 Restricted Stock Units $ M 1824 Disposed Common Stock (1824) Direct
2014-10-01 Restricted Stock Units $ M 2552 Disposed Common Stock (2552) Direct
2014-10-01 Restricted Stock Units $ M 3933 Disposed Common Stock (3933) Direct

Footnotes

F1: Restricted stock units convert into common stock on a one-for-one basis.

F2: Includes 968 shares of common stock acquired through the Employee Stock Purchase Plan on March 31, 2014.

F3: Represents shares of common stock withheld by Issuer to pay tax withholding obligation of Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on May 28, 2012.

F4: Represents shares of common stock withheld by Issuer to pay tax withholding obligation of Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on January 22, 2013.

F5: Represents shares of common stock withheld by Issuer to pay tax withholding obligation of Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on January 22, 2013.

F6: Represents shares of common stock withheld by Issuer to pay tax withholding obligation of Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on January 22, 2013.

F7: Represents shares of common stock withheld by Issuer to pay tax withholding obligation of Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on January 13, 2014

F8: Represents shares of common stock withheld by Issuer to pay tax withholding obligation of Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on January 7, 2014.

F9: On May 28, 2012, the Reporting Person was granted 16,250 restricted stock units, vesting in six equal semi-annual installments beginning on October 1, 2012, subject to the continued employment of the Reporting Person with Issuer.

F10: On January 22, 2013, the Reporting Person was granted 30,000 restricted stock units, vesting in six equal semi-annual installments beginning on October 1, 2013, subject to the continued employment of the Reporting Person with Issuer.

F11: On January 22, 2013, the Reporting Person was granted 10,000 restricted stock units, vesting in six equal semi-annual installments beginning on October 1, 2013, subject to the continued employment of the Reporting Person with Issuer.

F12: On January 22, 2013, the Reporting Person was granted 10,938 restricted stock units, vesting in five installments, with one-third vesting on April 1, 2013 and the remaining restricted stock units vesting in four equal semi-annual installments, subject to the continued employment of the Reporting Person with Issuer.

F13: On January 13, 2014, the Reporting Person was granted 15,317 restricted stock units, vesting in six equal semi-annual installments beginning on October 1, 2014, subject to the continued employment of the Reporting Person with Issuer.

F14: On January 7, 2014, the Reporting Person was granted 23,600 restricted stock units, vesting in five installments, with one-third vesting on April 1, 2014 and the remaining restricted stock units vesting in four equal semi-annual installments, subject to the continued employment of the Reporting Person with Issuer.