PROGRESS SOFTWARE CORP /MA — Director's Dealing 2018

Jan 17, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROGRESS SOFTWARE CORP /MA (PRGS)
CIK: 0000876167
Period of Report: 2018-01-12

Reporting Person: Gupta Yogesh K (Director, Chief Executive Officer)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2018-01-12	Restricted Stock Unit	$	A	21602	Acquired		Common Stock (21602.0)	Direct
2018-01-12	Employee Stock Options	$50.69	A	69195	Acquired	2025-01-12	Common Stock (69195.0)	Direct
2018-01-12	Restricted Stock Unit	$	A	36004	Acquired		Common Stock (36004.0)	Direct

Footnotes

F1: Represents restricted stock units acquired by the Reporting Person pursuant to the Company's 2008 Stock Option and Incentive Plan. Each restricted stock unit represents a contingent right to receive one share of common stock. The restricted stock units vest in six equal installments beginning on October 1, 2018, subject to the continued employment of the Reporting Person with Progress Software Corporation.

F2: Stock Options vest in eight equal semiannual installments beginning on October 1, 2018, subject to the continued employment of the Reporting Person with Progress Software Corporation.

F3: Represents performance-based restricted stock units that vest based on Progress Software Corporation total shareholder return and total operating income over a three-year period, as will be determined at the first meeting of the Progress Software Corporation's compensation committee following November 30, 2020.