Pegasystems insider trades: options at $12.60, sales near $63.40

Rhea-AI Filing Summary

Pegasystems Inc. (PEGA) officer (Chief of Clients and Markets) reported equity transactions on 10/23/2025 on Form 4. The filer exercised 30,590 stock options at $12.60 per share (code M), then satisfied withholding (code F) by disposing of 15,725 shares at $63.40 per share, and sold 14,865 shares (code S) at a weighted average $63.40, with prices ranging from $63.40 to $63.46. Following these transactions, the filer directly owned 118,799 shares. The share counts and prices were restated to reflect Pegasystems’ 2-for-1 forward stock split effective June 20, 2025.

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

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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^*

Trefler Leon

(Last) (First) (Middle)

C/O PEGASYSTEMS INC.

225 WYMAN STREET, STE 300

(Street)

WALTHAM MA 02451

(City) (State) (Zip)

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)
	Chief of Clients and Markets

3. Date of Earliest Transaction (Month/Day/Year)
10/23/2025

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

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

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

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
Common stock	10/23/2025		M		30,590	A	$12.6	149,389	D
Common stock	10/23/2025		F		15,725	D	$63.4	133,664	D
Common stock	10/23/2025		S		14,865	D	$63.4(1)	118,799	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
Stock Options	$12.6	10/23/2025		M			30,590(2)	03/09/2017(3)	03/09/2026	Common stock	30,590	$0	0	D

Explanation of Responses:

1. Represents the weighted average of sale prices, ranging from $63.40 to $63.46. The individual has provided the Company, and undertakes to provide to the staff of the Security and Exchange Commission or any security holder of the Company, upon request, full information regarding the number of shares sold at each separate price.

2. The share amounts and price data in this Form 4 have been restated to reflect a 2-for-1 forward stock split of Pegasystems Inc.'s common stock effectuated on June 20, 2025.

3. This option vested as to 20% of the shares subject to the option on the Date Exercisable set forth in Table II and as to the remaining 80% of shares in equal quarterly installments over the following four years.

Remarks:

	/s/Kathryn Leach, Attorney-in-Fact for Leon Trefler	10/27/2025
	** 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).
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FAQ

What transactions did PEGA’s officer report on Form 4?

The filer exercised 30,590 options at $12.60, disposed of 15,725 shares for withholding at $63.40, and sold 14,865 shares at a weighted average $63.40 (range $63.40–$63.46).

What is the filer’s ownership in PEGA after the reported trades?

Direct beneficial ownership was 118,799 shares after the transactions on 10/23/2025.

What option grant was exercised and when were its terms set?

30,590 shares were acquired via options with a $12.60 exercise price; the option was granted on 03/09/2017 and expires on 03/09/2026.

Were sale prices in the open market aggregated?

Yes. The reported $63.40 is a weighted average; individual sale prices ranged from $63.40 to $63.46, and detailed breakdowns are available upon request.

Did the reported figures reflect a stock split for PEGA?

Yes. Share amounts and price data were restated for a 2-for-1 forward stock split effective June 20, 2025.

What was the effect of the withholding transaction (code F)?

It disposed of 15,725 shares at $63.40 to cover withholding obligations, reducing post-exercise holdings.