PROGRESS SOFTWARE CORP /MA — Director's Dealing 2024

Jan 22, 2024

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROGRESS SOFTWARE CORP /MA (PRGS)
CIK: 0000876167
Period of Report: 2024-01-18

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

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2024-01-18	Restricted Stock Units	$	A	44095	Acquired		Common Stock (44095)	Direct
2024-01-18	Employee Stock Options (Right to buy)	$57.83	A	108488	Acquired	2031-01-17	Common Stock (108488)	Direct
2024-01-18	Restricted Stock Units	$	A	73492	Acquired		Common Stock (73492)	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of Progress Software Corporation's (the "Company's") common stock.

F2: Represents restricted stock units granted to the Reporting Person pursuant to the Company's 2008 Stock Option and Incentive Plan. The restricted stock units vest in six equal semiannual installments beginning October 1, 2024, subject to the continued employment of the Reporting Person with the Company.

F3: Represents stock options granted to the Reporting Person pursuant to the Company's 2008 Stock Option and Incentive Plan. The stock options vest in eight equal semiannual installments beginning on October 1, 2024, subject to the continued employment of the Reporting Person with the Company.

F4: Represents performance-based restricted stock units granted to the Reporting Person pursuant to the Company's 2008 Stock Option and Incentive Plan. The restricted stock units vest on February 1, 2027, subject to the Company meeting total shareholder return and operating income criteria over the three-year period ending November 30, 2026, and the continued employment of the Reporting Person with the Company.