PROGRESS SOFTWARE CORP /MA — Director's Dealing 2018

Apr 16, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROGRESS SOFTWARE CORP /MA (PRGS)
CIK: 0000876167
Period of Report: 2017-06-30

Reporting Person: DACIER PAUL T (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-06-30	Common Stock	A	3238	$30.89	Acquired	3238	Direct
2017-06-30	Common Stock	A	9712	$30.89	Acquired	12950	Direct
2018-04-02	Common Stock	A	2688	$37.21	Acquired	15638	Direct

Footnotes

F1: Represents deferred stock units acquired by Reporting Person as the equity retainer for the period from June 2017 to December 2017. These deferred stock units were issued in accordance with Issuer's 2017 Director Compensation Plan pursuant to Issuer's 2008 Stock Option and Incentive Plan and are payable on a one for one basis exclusively in common stock when Reporting Person ceases to provide services to Issuer as a director or upon a change in control of Issuer. The deferred stock units will vest on the date of the 2018 Annual Meeting of Stockholders, subject to Reporting Person's continued service on the Board of Directors until such date.

F2: Represents deferred stock units acquired by Reporting Person as an Initial Director Grant in connection with his appointment to Issuer's Board of Directors. These deferred stock units were issued in accordance with Issuer's 2017 Director Compensation Plan pursuant to Issuer's 2008 Stock Option and Incentive Plan and are payable on a one for one basis exclusively in common stock when Reporting Person ceases to provide services to Issuer as a director or upon a change in control of Issuer. The deferred stock units will vest in 60 equal monthly installments commencing on July 1, 2017, subject to Reporting Person's continued service on the Board of Directors until each such date.

F3: Represents deferred stock units acquired by Reporting Person as the equity retainer for the period from December 2017 until the date of Issuer's 2018 Annual Meeting of Stockholders. These deferred stock units were issued in accordance with Issuer's 2017 Director Compensation Plan pursuant to Issuer's 2008 Stock Option and Incentive Plan and are payable on a one for one basis exclusively in common stock when Reporting Person ceases to provide services to Issuer as a director or upon a change in control of Issuer. The deferred stock units will vest on the date of the 2018 Annual Meeting of Stockholders, subject to Reporting Person's continued service on the Board of Directors until such date.