PROGRESS SOFTWARE CORP MA
For the period ended Aug 31, 2024. Filed Oct 8, 2024.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Aug 31, 2024 · Filed Oct 8, 2024
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Item 5. Other Information
(c) Insider Adoption or Termination of Trading Arrangements
During the third quarter of fiscal year 2024, none of our directors or officers informed us of theadoption ortermination of a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Regulation S-K, Item 408, except as described in the table below:
| Name and Title | Character of Trading Arrangement1 | Date Adopted | Duration2 | Aggregate Number of Shares of Common Stock to be Sold Pursuant to Trading Arrangement |
|---|---|---|---|---|
| Anthony FolgerEVP & Chief Financial Officer | Rule 10b5-1Trading Arrangement | July 17, 2024 | July 31, 2025 | Up to 26,0093 |
| Domenic LoCocoSVP, Chief Accounting Officer | Rule 10b5-1Trading Arrangement | July 29, 2024 | November 30, 2025 | 8,1854 |
| Ian PittEVP & Chief Information Officer | Rule 10b5-1Trading Arrangement | July 24, 2024 | October 31, 2025 | Up to 12,6235 |
| Sundar SubramanianEVP & GM, Infrastructure Management | Rule 10b5-1Trading Arrangement | July 24, 2024 | November 30, 2025 | 2,816 |
Except as indicated by footnote, each trading arrangement marked as a “Rule 10b5-1 Trading Arrangement” is intended to satisfy the affirmative defense of Rule 10b5-1(c), as amended (the “Rule”).
Except as indicated by footnote, each trading arrangement permits transactions through and including the earlier to occur of (a) the completion of all sales or (b) the date listed in the table. Each trading arrangement marked as a “Rule 10b5-1 Trading Arrangement” only permits transactions upon expiration of the applicable mandatory cooling-off period under the Rule.
Includes: (i) 3,768 shares of our common stock; (ii) all common stock, net of shares withheld to cover tax withholding obligations, to be issued upon the anticipated vesting of 7,241 Restricted Stock Units (“RSUs”); (iii) up to 5,000 shares of common stock, net of shares withheld to cover tax withholding obligations, to be issued upon the anticipated vesting of a maximum of 44,954 Performance Stock Units (“PSUs”); and (iv) 10,000 employee stock options expected to be exercised via same-day sale.
Includes: (i) 1,000 shares of our common stock; and (ii) 7,185 employee stock options expected to be exercised via same-day sale.
Includes: (i) all common stock, net of shares withheld to cover tax withholding obligations, to be issued upon the anticipated vesting of 5,879 RSUs; and (ii) 50% of the common stock, net of shares withheld to cover tax withholding obligations, to be issued upon the anticipated vesting of a maximum of 13,488 PSUs.
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