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PROGRESS SOFTWARE CORP /MA Director's Dealing 2016

Apr 5, 2016

31754_dirs_2016-04-05_46f96810-2741-4ea7-bbb3-46165172688c.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: 2016-04-01

Reporting Person: Jalbert Paul A (Chief Accounting Officer)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2016-04-01 Common Stock M 350 Acquired 24269 Direct
2016-04-01 Common Stock F 111 $24.66 Disposed 24158 Direct
2016-04-01 Common Stock M 1180 Acquired 25338 Direct
2016-04-01 Common Stock F 373 $24.66 Disposed 24965 Direct
2016-04-01 Common Stock M 333 Acquired 25298 Direct
2016-04-01 Common Stock F 107 $24.66 Disposed 25191 Direct
2016-04-01 Common Stock M 319 Acquired 25510 Direct
2016-04-01 Common Stock F 104 $24.66 Disposed 25406 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2016-04-01 Restricted Stock Units $ M 350 Disposed Common Stock (350) Direct
2016-04-01 Restricted Stock Units $ M 1180 Disposed Common Stock (1180) Direct
2016-04-01 Restricted Stock Units $ M 333 Disposed Common Stock (333) Direct
2016-04-01 Restricted Stock Units $ M 957 Acquired Common Stock (957) Direct
2016-04-01 Restricted Stock Units $ M 319 Disposed Common Stock (319) Direct

Footnotes

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

F2: Includes 899 shares of common stock acquired through the Employee Stock Purchasing Plan on March 31, 2015.

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 January 13, 2014.

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 7, 2014.

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 15, 2015.

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 15, 2015.

F7: On January 13, 2014, the Reporting Person was granted 2,099 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.

F8: On January 7, 2014, the Reporting Person was granted 7,080 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.

F9: On January 15, 2015, the Reporting Person was granted 2,000 restricted stock units, vesting in six equal semi-annual installments beginning on October 1, 2015, subject to the continued employment of the Reporting Person with Issuer.

F10: Represents performance-based restricted stock units acquired by the Reporting Person based on Issuer performance in FY15. Each restricted stock unit vests in five installments, with one-third vesting on April 1, 2016 and the remaining restricted stock units vesting in four equal semi-annual installments, subject to the continued employment of the Reporting Person with Issuer.