PEGA CFO exercises RSUs, covers taxes with shares
PEGASYSTEMS INC COO and CFO Kenneth Stillwell reported routine equity compensation activity involving restricted stock units and related tax withholding.
Rhea-AI Filing Summary
PEGASYSTEMS INC COO and CFO Kenneth Stillwell reported routine equity compensation activity involving restricted stock units and related tax withholding. On June 4, he exercised 3,230 restricted stock units into the same number of common shares, with 1,272 shares withheld at $35.11 per share to cover tax obligations. On June 5, he exercised another 4,402 restricted stock units, with 1,733 shares withheld at $35.44 per share for taxes. Following these transactions, he directly held 114,585 common shares, and an additional 1,908 shares were reported as indirectly owned for his children.
Positive
- None.
Negative
- None.
Insider Trade Summary
7,632 shares exercised/converted
Exercise
7 txns
Insider
STILLWELL KENNETH
Role
COO, CFO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 4,402 | $0.00 | $0.00 |
| Exercise | Common stock | 4,402 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common stock | 1,733 | $35.44 | $61K |
| Exercise | Restricted Stock Units | 3,230 | $0.00 | $0.00 |
| Exercise | Common stock | 3,230 | $0.00 | $0.00 |
| Exercise Price or Tax Liability | Common stock | 1,272 | $35.11 | $45K |
| holding | Common stock | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 66,356 contracts (Direct);
Common stock — 114,585 shares (Direct);
Common stock — 1,908 shares (Indirect, Reporting Person's children)
Footnotes (2)
- F1. Each restricted stock unit represents the right to receive, following vesting, one share of the issuer's common stock.
- F2. 25% of the restricted stock units vested on the Date Exercisable in Table II, and the remaining 75% vest in equal quarterly installments over the following three years.
Key Figures
RSUs exercised June 4: 3,230 shares
Tax shares withheld June 4: 1,272 shares at $35.11/share
RSUs exercised June 5: 4,402 shares
+5 more
8 metrics
RSUs exercised June 4
3,230 shares
Restricted stock units converted to common stock on June 4, 2026
Tax shares withheld June 4
1,272 shares at $35.11/share
Shares withheld to cover tax obligations on June 4, 2026
RSUs exercised June 5
4,402 shares
Restricted stock units converted to common stock on June 5, 2026
Tax shares withheld June 5
1,733 shares at $35.44/share
Shares withheld to cover tax obligations on June 5, 2026
Direct common shares after June 5
116,318 shares
Direct PEGASYSTEMS common stock held by Stillwell after latest transaction
Indirect holdings (children)
1,908 shares
Common stock reported as indirectly owned for reporting person’s children
RSUs remaining from 2025 grant
30,816 units
Restricted stock units remaining after June 5, 2026 transaction
RSUs remaining from 2026 grant
35,540 units
Restricted stock units remaining after June 4, 2026 transaction
Key Terms
Restricted Stock Units, tax-withholding disposition, derivative security, Date Exercisable
4 terms
Restricted Stock Units financial
"Each restricted stock unit represents the right to receive, following vesting, one share"
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
"transaction_action": "tax-withholding disposition""
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.
derivative security financial
"transaction_code_description": "Exercise or conversion of derivative security""
A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.
Date Exercisable financial
"25% of the restricted stock units vested on the Date Exercisable in Table II"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did PEGA executive Kenneth Stillwell report in this Form 4 filing?
Kenneth Stillwell reported exercising restricted stock units and related tax-withholding dispositions. He converted 7,632 units into common shares over two days, while the company withheld shares to cover taxes, resulting in a net increase in his direct PEGASYSTEMS equity holdings.
Were the PEGA Form 4 transactions open-market buys or sales?
The filing shows no open-market purchases or sales. Instead, it records option-like exercises of restricted stock units (code M) and tax-withholding dispositions (code F), where shares were withheld by the issuer to pay tax obligations, not sold in the market.
What do the PEGA restricted stock unit footnotes explain in this Form 4?
The footnotes state each restricted stock unit equals one common share after vesting. They also explain that 25% of units vested on the listed exercisable date, with the remaining 75% vesting in equal quarterly installments over three years, defining the long-term vesting schedule.
AI-generated analysis. How Rhea-AI works. Not financial advice.
