[144] Pegasystems Inc SEC Filing

Rhea-AI Filing Summary

Pegasystems Inc (PEGA) Form 144 notice reports a proposed sale of 235 common shares through Morgan Stanley Smith Barney LLC on 09/05/2025 on NASDAQ. The filing shows those shares have an aggregate market value of $12,925.00 and total outstanding shares of 171,080,665. The securities being offered were acquired via restricted stock vesting under a registered plan on 09/02/2025 (80 shares) and 09/01/2025 (155 shares), with payment dates matching acquisition dates. The filer, identified as Efstathios A Kouninis, previously sold 582 common shares on 07/28/2025 for gross proceeds of $34,966.30. The notice includes the standard representation that the seller does not possess undisclosed material adverse information.

Positive

• Transparent disclosure of proposed sale details including broker, dates, share counts, and aggregate value
• Vesting origin of the shares is disclosed, showing the shares were acquired via restricted stock under a registered plan

Negative

• Insider sale activity — the filer plans to sell 235 shares and previously sold 582 shares earlier in 2025

Insights

Securities Analyst

TL;DR: Small insider sale notice: 235 vested shares planned for sale on 09/05/2025; prior sale of 582 shares on 07/28/2025.

The filing documents a routine Rule 144 sale by an insider or affiliate where 235 shares (aggregate value $12,925) are to be sold through Morgan Stanley Smith Barney LLC on NASDAQ. Acquisition of these shares was via restricted stock vesting on 09/01 and 09/02/2025, indicating they became tradable immediately prior to the proposed sale. The prior sale of 582 shares on 07/28/2025 for $34,966.30 is disclosed, consistent with Rule 144 aggregation requirements. Given the small size of the proposed sale relative to the reported outstanding shares (171,080,665), the transaction appears immaterial to capital structure but is relevant for insider activity transparency.

Corporate Governance Expert

TL;DR: Compliance-focused filing shows vesting-driven disposals; standard representations made about material nonpublic information.

The Form 144 provides required disclosure for planned sales arising from restricted stock vesting. The filer affirms no undisclosed material adverse information and the form cautions about 10b5-1 trading plans. Dates of acquisition and payment match vesting dates, and sales are routed through a named broker. From a governance perspective, the form meets procedural disclosure norms; the sizes disclosed are small and do not indicate a broader governance concern based on the information provided.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	235	12925.00	171080665	09/05/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	09/02/2025	Restricted stock vesting under a registered plan	Issuer			80	09/02/2025	Not Applicable
Common	09/01/2025	Restricted stock vesting under a registered plan	Issuer			155	09/01/2025	Not Applicable

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
EFSTATHIOS A KOUNINIS 225 Wyman Street Waltham MA 02451	Common	07/28/2025	582	34966.30

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What is reported in the PEGA Form 144?

The filing reports a proposed sale of 235 common shares through Morgan Stanley Smith Barney LLC on 09/05/2025 with an aggregate market value of $12,925.00.

How were the shares acquired as shown in the filing?

The shares were acquired by restricted stock vesting under a registered plan on 09/01/2025 (155 shares) and 09/02/2025 (80 shares).

Who is the filer named in the Form 144?

The filing identifies Efstathios A Kouninis as the person for whose account the securities are to be sold.

Has the filer sold other PEGA shares recently?

Yes. The filer sold 582 common shares on 07/28/2025 for gross proceeds of $34,966.30.

On which exchange will the proposed sale occur?

The proposed sale is reported to occur on NASDAQ.