PROGRESS SOFTWARE CORP /MA — Director's Dealing 2023

Aug 4, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROGRESS SOFTWARE CORP /MA (PRGS)
CIK: 0000876167
Period of Report: 2023-08-03

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-08-03	Common Stock	M	149573	$28.98	Acquired	275887	Direct
2023-08-03	Common Stock	F	109399	$60.377	Disposed	166488	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-08-03	Employee Stock Options	$28.98	M	149573	Disposed	2024-02-23	Common Stock (149573)	Direct

Footnotes

F1: This Form 4 is being filed to report the exercise of stock options for a total of 149,573 shares, of which: (i) 71,793 shares owned by the Reporting Person were exchanged to cover the cost of the option exercise and (ii) 37,606 shares owned by the Reporting Person were withheld by Progress Software Corporation (the "Company") to pay the tax withholding obligations of the Reporting Person upon exercise of the stock options. As a result of this exercise, the Reporting Person acquired ownership of 40,174 shares of common stock.

F2: Includes 584 shares of common stock acquired by the Reporting Person on March 31, 2023 through the Company's Employee Stock Purchase Plan.

F3: Options were granted to the Reporting Person on February 23, 2017 under the Company's 2008 Stock Option and Incentive Plan. As of April 1, 2021, 149,573 options were vested and exercisable.