Pegasystems (NASDAQ: PEGA) officer sells 1,500 shares, exercises RSUs

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Pegasystems Inc. SVP and Chief Accounting Officer Efstathios A. Kouninis reported multiple equity transactions in company stock. On May 29, 2026, he sold 750 shares of common stock at $34.75 per share. On June 1, 2026, he sold another 750 shares at $36.99 per share.

Also on June 1, 2026, 204 restricted stock units converted into 204 common shares, and 50 shares were withheld at $35.73 per share to cover tax obligations. After these transactions, he directly holds 2,144 shares of common stock and 618 restricted stock units. Overall, the filings show a net sale of 1,500 shares.

Insider Trade Summary

Net Seller: 1,500 shares ($53,805)

Net Sell 5 txns

Insider KOUNINIS EFSTATHIOS A

Role SVP, Chief Accounting Officer

Sold 1,500 shs ($54K)

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	204	$0.00	--
Sale	Common stock	750	$36.99	$28K
Exercise	Common stock	204	$0.00	--
Tax Withholding	Common stock	50	$35.73	$2K
Sale	Common stock	750	$34.75	$26K

Holdings After Transaction: Restricted Stock Units — 618 shares (Direct, null); Common stock — 2,144 shares (Direct, null)

Footnotes (1)

Each restricted stock unit represents the right to receive, following vesting, one share of common stock. 20% of the restricted stock units vested on the Date Exercisable in Table II, and the remaining 80% vest in equal quarterly installments over the following four years.

Key Figures

Shares sold total: 1,500 shares Sale price May 29: $34.75 per share Sale price June 1: $36.99 per share +4 more

7 metrics

Shares sold total 1,500 shares Common stock sold on May 29 and June 1, 2026

Sale price May 29 $34.75 per share 750 common shares sold on May 29, 2026

Sale price June 1 $36.99 per share 750 common shares sold on June 1, 2026

Tax withholding shares 50 shares at $35.73 Shares delivered to cover tax liability on June 1, 2026

Common shares after transactions 2,144 shares Directly held common stock following June 1, 2026 transactions

RSUs remaining 618 units Restricted stock units outstanding after June 1, 2026

RSUs converted 204 units Restricted stock units converted into common stock on June 1, 2026

Key Terms

Restricted stock units, tax-withholding disposition, open-market sale

3 terms

Restricted stock units financial

"Each restricted stock unit represents the right to receive, following vesting, one share of common stock."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

open-market sale financial

"Sale in open market or private transaction"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

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Form 4 Insider Transactions: What Each Field Means →

06/02/2026 - 04:43 PM

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^*

KOUNINIS EFSTATHIOS A

(Last)

(First)

(Middle)

C/O PEGASYSTEMS INC.

225 WYMAN STREET, STE 300

(Street)

WALTHAM

MASSACHUSETTS

02451

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
PEGASYSTEMS INC [ PEGA ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP, Chief Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/29/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common stock	05/29/2026		S		750	D	$34.75	2,894	D
Common stock	06/01/2026		S		750	D	$36.99	2,144	D
Common stock	06/01/2026		M		204	A	$0	2,348	D
Common stock	06/01/2026		F		50	D	$35.73	2,298	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	$0	06/01/2026		M			204⁽¹⁾	03/01/2023⁽²⁾	03/01/2027	Common stock	204	$0	618	D

Explanation of Responses:

1. Each restricted stock unit represents the right to receive, following vesting, one share of common stock.

2. 20% of the restricted stock units vested on the Date Exercisable in Table II, and the remaining 80% vest in equal quarterly installments over the following four years.

Remarks:

	/s/ Ewelina Kemp, Attorney-in-Fact for Efstathios A. Kouninis	06/02/2026
	** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Pegasystems (PEGA) report for Efstathios Kouninis?

Pegasystems reported that SVP and Chief Accounting Officer Efstathios Kouninis sold 1,500 common shares in two transactions and had 204 restricted stock units convert into common stock, alongside a small share withholding to cover tax obligations.

How many Pegasystems (PEGA) shares did the officer sell and at what prices?

Efstathios Kouninis sold 1,500 Pegasystems common shares in total. He sold 750 shares at $34.75 per share on May 29, 2026, and another 750 shares at $36.99 per share on June 1, 2026, according to the Form 4.

Did the Pegasystems (PEGA) officer exercise any equity awards in this Form 4?

Yes. 204 restricted stock units held by Efstathios Kouninis converted into 204 Pegasystems common shares. Each restricted stock unit represents the right to receive one share of common stock following vesting, as described in the Form 4 footnotes.

Why were 50 Pegasystems (PEGA) shares disposed of as a tax-withholding transaction?

The Form 4 shows 50 Pegasystems shares disposed of as a tax-withholding transaction. These shares were delivered back to cover tax liabilities associated with equity compensation, rather than representing an open-market sale initiated by the officer.

How many Pegasystems (PEGA) shares does the officer hold after these transactions?

Following the reported transactions, Efstathios Kouninis directly holds 2,144 Pegasystems common shares. In addition, he holds 618 restricted stock units, which each represent the right to receive one common share after satisfying the applicable vesting schedule.

What do the restricted stock unit terms mean for Pegasystems (PEGA) equity awards?

Each Pegasystems restricted stock unit provides the right to receive one common share after vesting. According to the footnotes, 20% vest on the initial exercisable date, while the remaining 80% vest in equal quarterly installments over the following four years.