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PROS Holdings, Inc. Director's Dealing 2021

Jan 15, 2021

32148_dirs_2021-01-15_929905e4-997c-4683-a9c6-a610a5e326b1.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PROS Holdings, Inc. (PRO)
CIK: 0001392972
Period of Report: 2021-01-13

Reporting Person: Schulz Stefan B (EVP and CFO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2021-01-13 Common Stock M 5650 $47.15 Acquired 288244 Direct
2021-01-14 Common Stock S 2373 $46.80 Disposed 285871 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2021-01-13 Restricted Stock Units $ M 5650 Disposed Common Stock (5650.0) Direct

Footnotes

F1: The price represents the price of PROS Holdings, Inc. ("PROS") common stock at the close of market on January 13, 2021.

F2: The sale of shares reported on this Form 4 were made solely to cover tax withholding obligations of the Reporting Person and were sold pursuant to a Rule 10b5-1 trading plan dated November 25, 2020.

F3: These shares were sold in multiple transactions all at this price.

F4: Each restricted stock unit represents the contingent right to receive one share of PROS common stock.

F5: This is the first tranche of a restricted stock unit grant, awarded on January 13, 2020 in the amount of 22,600 units, that vest annually, in equal installments over a four-year period on January 13 of each year.

F6: Includes: (i) 10,417 unvested RSUs awarded on January 8, 2018 - the award vests in four equal annual installments which began on January 10, 2019, with a final lapse date of January 10, 2022; (ii) 27,232 unvested RSUs awarded on January 15, 2019 - the award vests in four equal annual installments which began on January 15, 2020, with a final lapse date of January 15, 2023; (iii) 16,950 unvested RSUs awarded on January 13, 2020 - the award vests in four equal annual installments beginning January 13, 2021, with a final lapse date of January 13, 2024; and (iv) 37,259 unvested RSUs awarded on January 11, 2021 - the award vests in four equal annual installments beginning January 11, 2022, with a final lapse date of January 11, 2025.