PROGRESS SOFTWARE CORP /MA — Director's Dealing 2014

Jul 1, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROGRESS SOFTWARE CORP /MA (PRGS)
CIK: 0000876167
Period of Report: 2014-06-30

Reporting Person: Goodson John (SVP, CPO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-06-30	Common Stock	M	7850	$13.01	Acquired	57507	Direct
2014-06-30	Common Stock	S	7850	$24.14	Disposed	49657	Direct
2014-06-30	Common Stock	M	13500	$21.50	Acquired	63157	Direct
2014-06-30	Common Stock	S	13500	$24.14	Disposed	49657	Direct
2014-07-01	Common Stock	M	11506	$14.67	Acquired	61163	Direct
2014-07-01	Common Stock	S	11506	$24.52	Disposed	49657	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-06-30	Employee Stock Option	$13.01	M	7850	Disposed	2015-10-15	Common Stock (7850)	Direct
2014-06-30	Employee Stock Option	$21.50	M	13500	Disposed	2014-10-15	Common Stock (13500)	Direct
2014-07-01	Employee Stock Option	$14.67	M	11506	Disposed	2016-05-11	Common Stock (11506)	Direct

Footnotes

F1: Includes 968 shares of common stock acquired by the Reporting Person through the Issuer's Employee Stock Purchase Program on March 31, 2014.

F2: The option was granted on October 15, 2008, with eight-sixtieths of this option vesting at the time of grant and the remaining options vested in 52 equal monthly increments commencing on November 1, 2008.

F3: The option was granted on October 15, 2007, with eight-sixtieths of this option vesting at the time of grant and the remaining options vested in 52 equal monthly increments commencing on November 1, 2007.

F4: The option was granted on May 12, 2009, with three-sixtieths of this option vesting at the time of grant and the remaining options vested in 57 equal monthly increments commencing on June 1, 2009.