EPAM Systems (NYSE: EPAM) legal chief buys stock via ESPP

Rhea-AI Filing Summary

EPAM Systems, Inc. senior vice president and chief legal officer Edward Rockwell acquired EPAM Common Stock through an open-market purchase tied to the company’s 2021 Employee Stock Purchase Plan (ESPP). He bought 77.551 shares on April 30, 2026 at $96.7100 per share under the ESPP.

These ESPP shares were purchased at 85% of the fair market value on either the first or last day of the November 1, 2025 to April 30, 2026 purchase period, consistent with the plan’s terms. Following this transaction, Rockwell directly owns 15,122.642 shares of EPAM Common Stock.

Insider Trade Summary

Net Buyer: 77.551 shares ($7,500)

Net Buy 1 txn

Insider Rockwell Edward

Role SVP/Chief Legal Officer

Bought 77.551 shs ($7K)

Type	Security	Shares	Price	Value
Purchase	EPAM Common Stock	77.551	$96.71	$7K

Holdings After Transaction: EPAM Common Stock — 15,122.642 shares (Direct, null)

Footnotes (1)

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Key Figures

Shares purchased: 77.551 shares Purchase price: $96.7100 per share Post-transaction holdings: 15,122.642 shares +2 more

5 metrics

Shares purchased 77.551 shares EPAM Common Stock bought on April 30, 2026

Purchase price $96.7100 per share Price paid for ESPP shares

Post-transaction holdings 15,122.642 shares Direct ownership after the reported purchase

ESPP discount rate 85% of fair market value ESPP pricing on first or last day of purchase period

ESPP purchase period November 1, 2025 – April 30, 2026 Period during which ESPP shares were accumulated

Key Terms

Employee Stock Purchase Plan, Rule 16b-3(c), fair market value

3 terms

Employee Stock Purchase Plan financial

"The reporting person is voluntarily reporting the acquisition ... pursuant to the EPAM Systems, Inc. 2021 Employee Stock Purchase Plan"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

Rule 16b-3(c) regulatory

"This transaction is also exempt from Rule 16b-3(c)."

An SEC rule that lets corporate insiders avoid automatic "short‑swing" profit recovery when they buy or sell their company’s stock under a pre‑approved, written plan that meets specific conditions. For investors, it matters because it clarifies when insider trades are treated as routine, reducing legal uncertainty and helping distinguish trades made for ordinary compensation or pre‑planned reasons from those that might signal opportunistic or timely insider advantage.

fair market value financial

"85% of the fair market value of such shares of Common Stock on the first trading day ... or ... on the last day of the Purchase Period."

The price a willing buyer and a willing seller would agree on for an asset or security when neither is under pressure and both have access to the same information. Think of it as the market’s neutral estimate of what something is worth, like the price two neighbors would settle on for a car after comparing similar listings. Investors care because fair market value guides buying and selling decisions, tax reporting, portfolio valuation, and how accurately company assets are reflected in financial statements.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Rockwell Edward

(Last) (First) (Middle)

C/O EPAM SYSTEMS, INC.

41 UNIVERSITY DRIVE, SUITE 202

(Street)

NEWTOWN PENNSYLVANIA 18940

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
EPAM Systems, Inc. [ EPAM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP/Chief Legal Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
EPAM Common Stock	04/30/2026		P	V	77.551(1)	A	$96.71	15,122.642	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The reporting person is voluntarily reporting the acquisition of the Issuer's Common Stock pursuant to the EPAM Systems, Inc. 2021 Employee Stock Purchase Plan (the "ESPP"), for the ESPP purchase period of November 1, 2025 through April 30, 2026 (the "Purchase Period"). This transaction is also exempt from Rule 16b-3(c). In accordance with the ESPP, these shares were purchased at the lesser of (i) 85% of the fair market value of such shares of Common Stock on the first trading day of the Purchase Period and (ii) 85% of the fair market value of such shares of Common Stock on the last day of the Purchase Period.

Remarks:

	/s/ Kate Pytlewski as Attorney-in-Fact	05/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did EPAM (EPAM) report for Edward Rockwell?

EPAM reported that SVP and Chief Legal Officer Edward Rockwell purchased 77.551 shares of EPAM Common Stock. The buy occurred on April 30, 2026 at $96.7100 per share through the company’s 2021 Employee Stock Purchase Plan for a defined purchase period.

How many EPAM (EPAM) shares does Edward Rockwell own after this Form 4?

After this transaction, Edward Rockwell directly owns 15,122.642 shares of EPAM Common Stock. This reflects his updated direct holding following the 77.551-share acquisition reported, giving investors a clearer picture of his personal equity stake in the company.

Was the EPAM (EPAM) insider share purchase made under an ESPP?

Yes, the shares were acquired under the EPAM Systems, Inc. 2021 Employee Stock Purchase Plan. The filing notes the transaction corresponds to the ESPP purchase period from November 1, 2025 through April 30, 2026 and follows the plan’s discounted pricing formula.

What price did Edward Rockwell pay for EPAM (EPAM) shares in this transaction?

He acquired 77.551 EPAM Common Stock shares at $96.7100 per share. The ESPP provides purchases at 85% of the fair market value on either the first trading day or the last day of the specified purchase period, whichever is lower.

How is the EPAM (EPAM) ESPP purchase price determined for insiders?

Under EPAM’s 2021 Employee Stock Purchase Plan, shares are bought at 85% of fair market value. The price is based on the lower of the fair market value on the first trading day or the last day of the plan’s defined purchase period, as described in the filing.