PROGRESS SOFTWARE CORP /MA — Director's Dealing 2019

Apr 3, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROGRESS SOFTWARE CORP /MA (PRGS)
CIK: 0000876167
Period of Report: 2019-04-01

Reporting Person: Taslakov Dimitre (Chief Talent Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-04-01	Common Stock	M	509	—	Acquired	43940	Direct
2019-04-01	Common Stock	F	209	$44.566	Disposed	43731	Direct
2019-04-01	Common Stock	M	190	—	Acquired	43921	Direct
2019-04-01	Common Stock	F	79	$44.566	Disposed	43842	Direct
2019-04-01	Common Stock	M	1197	—	Acquired	45039	Direct
2019-04-01	Common Stock	F	496	$44.566	Disposed	44543	Direct
2019-04-01	Common Stock	M	690	—	Acquired	45233	Direct
2019-04-01	Common Stock	F	286	$44.566	Disposed	44947	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-04-01	Restricted Stock Units	$	M	509	Disposed		Common Stock (509.0)	Direct
2019-04-01	Restricted Stock Units	$	M	190	Disposed		Common Stock (190.0)	Direct
2019-04-01	Restricted Stock Units	$	M	1197	Disposed		Common Stock (1197.0)	Direct
2019-04-01	Restricted Stock Unit	$	M	690	Disposed		Common Stock (690.0)	Direct

Footnotes

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

F2: Represents shares of common stock withheld by Progress Software Corporation (the "Company") to pay the tax withholding obligations of the Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on January 18, 2016.

F3: Represents shares of common stock withheld by the Company to pay the tax withholding obligations of the Reporting Person upon the vesting of performance-based restricted stock units granted to the Reporting Person on January 18, 2016.

F4: Represents shares of common stock withheld by the Company to pay the tax withholding obligations of the Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on February 17, 2017.

F5: Represents shares of common stock withheld by the Company to pay the tax withholding obligations of the Reporting Person upon the vesting of restricted stock units granted to the Reporting Person on January 12, 2018.

F6: On January 18, 2016, the Reporting Person was granted 3,050 restricted stock units pursuant to the Company's 2008 Stock Option and Incentive Plan. The restricted stock units vest in six equal semiannual installments beginning October 1, 2016, subject to the continued employment of the Reporting Person with the Company.

F7: On January 18, 2016, the Reporting Person was granted 4,575 performance-based restricted stock units pursuant to the Company's 2008 Stock Option and Incentive Plan. One-third of the restricted stock units vest beginning April 1, 2017 and the remaining restricted stock units vest in four equal semiannual installments beginning October 1, 2017, subject to the Company meeting earnings per share criteria for the fiscal year ending November 30, 2016, and the continued employment of the Reporting Person with the Company.

F8: On February 17, 2017, the Reporting Person was granted 7,180 restricted stock units pursuant to the Company's 2008 Stock Option and Incentive Plan. The restricted stock units vest in six equal semiannual installments beginning October 1, 2017, subject to the continued employment of the Reporting Person with the Company.

F9: On January 12, 2018, the Reporting Person was granted 4,143 restricted stock units pursuant to the Company's 2008 Stock Option and Incentive Plan. The restricted stock units vest in six equal semiannual installments beginning October 1, 2018, subject to the continued employment of the Reporting Person with the Company.