Pegasystems COO-CFO receives 12,854 shares from RSUs

Pegasystems’ COO and CFO exercised RSUs into common stock, with a portion of the shares withheld to satisfy exercise price or tax obligations.

Available on EDGAR 09/09/2026 - 05:39 PM EDT Accepted by SEC EDGAR 09/09/2026 - 05:38 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

PEGASYSTEMS INC (PEGA) reported equity compensation activity by COO and CFO Kenneth Stillwell. On September 4, 5, and 7, 2026, he exercised restricted stock units that delivered a total of 12,854 shares of common stock, each unit converting into one share following vesting. On the same dates, 5,060 shares of common stock were delivered or withheld to cover exercise price or tax liabilities at per-share prices of $37.36 and $37.72. The filing also reports 1,908 shares of common stock held indirectly for the reporting person’s children.

Insider Trade Summary

12,854 shares exercised/converted

Exercise 9 txns

Insider STILLWELL KENNETH

Role COO, CFO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units F1, F2	5,220	$0.00	$0.00
Exercise	Common stock	5,220	$0.00	$0.00
Exercise Price or Tax Liability	Common stock	2,055	$37.36	$77K
Exercise	Restricted Stock Units F1, F2	4,402	$0.00	$0.00
Exercise	Common stock	4,402	$0.00	$0.00
Exercise Price or Tax Liability	Common stock	1,733	$37.36	$65K
Exercise	Restricted Stock Units F1, F2	3,232	$0.00	$0.00
Exercise	Common stock	3,232	$0.00	$0.00
Exercise Price or Tax Liability	Common stock	1,272	$37.72	$48K
Holding	Common stock	--	--	--

Holdings After Transaction: Restricted Stock Units — 69,164 contracts (Direct); Common stock — 134,852 shares (Direct); Common stock — 1,908 shares (Indirect, Reporting Person's children)

Footnotes (2)

1. F1. Each restricted stock unit represents the right to receive, following vesting, one share of common stock.
2. 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

RSU exercises into common stock: 12,854 shares Shares withheld for exercise price or tax: 5,060 shares Per-share price for certain tax/exercise dispositions: $37.36 per share +5 more

8 metrics

RSU exercises into common stock 12,854 shares Total shares received from restricted stock unit exercises on September 4–7, 2026

Shares withheld for exercise price or tax 5,060 shares Common shares delivered or withheld to cover exercise price or tax liabilities on September 4–7, 2026

Per-share price for certain tax/exercise dispositions $37.36 per share Common shares withheld on September 5 and 7, 2026 to cover exercise price or tax liabilities

Per-share price for additional tax/exercise disposition $37.72 per share Common shares withheld on September 4, 2026 to cover exercise price or tax liabilities

Indirect holdings 1,908 shares Common shares held indirectly for the reporting person’s children as of September 4, 2026

Single RSU to share ratio 1 share per unit Each restricted stock unit represents the right to receive one share of common stock after vesting

Initial vesting portion 25% Portion of each RSU grant that vests on the initial exercisable date

Remaining vesting portion 75% Balance of each RSU grant that vests in equal quarterly installments over the next three years

Key Terms

Restricted Stock Units, vesting, equal quarterly installments, tax liability

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.

vesting financial

"represents the right to receive, following vesting, one share of common stock"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

equal quarterly installments financial

"remaining 75% vest in equal quarterly installments over the following three years"

tax liability financial

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

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did PEGA’s COO and CFO report in this Form 4?

Kenneth Stillwell reported exercises of restricted stock units into 12,854 shares of common stock on September 4, 5, and 7, 2026, along with share dispositions to cover exercise price or tax liabilities and an indirect holding for his children.

How many PEGA shares were received from RSU exercises in this filing?

The filing reports that RSU exercises delivered a total of 12,854 shares of Pegasystems common stock, made up of 3,232 shares on September 4, 4,402 shares on September 5, and 5,220 shares on September 7, 2026.

How many PEGA shares were withheld for exercise price or tax obligations?

A total of 5,060 shares of common stock were delivered or withheld to satisfy exercise price or tax liabilities: 1,272 shares at $37.72 per share on September 4, and 1,733 and 2,055 shares at $37.36 per share on September 5 and 7, 2026.

Were these PEGA transactions under a Rule 10b5-1 trading plan?

No. The filing indicates that the transactions were not made pursuant to a Rule 10b5-1 trading plan, so there is no representation that they were pre-arranged under such a plan.

How do the RSUs in this PEGA filing vest?

The filing explains that each restricted stock unit represents the right to receive one share of common stock. 25% of the units vest on the stated exercisable date, and the remaining 75% vest in equal quarterly installments over the following three years.

What indirect PEGA share holdings are reported for Kenneth Stillwell?

The Form 4 reports an indirect holding of 1,908 shares of Pegasystems common stock attributed to the reporting person’s children, separate from his direct holdings.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

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^*

STILLWELL KENNETH

(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)
	COO, CFO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/04/2026

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
Common stock	09/04/2026		M		3,232	A	$0	130,290	D
Common stock	09/04/2026		F		1,272	D	$37.72	129,018	D
Common stock	09/05/2026		M		4,402	A	$0	133,420	D
Common stock	09/05/2026		F		1,733	D	$37.36	131,687	D
Common stock	09/07/2026		M		5,220	A	$0	136,907	D
Common stock	09/07/2026		F		2,055	D	$37.36	134,852	D
Common stock								1,908	I	Reporting Person's children

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
Restricted Stock Units	$0	09/04/2026		M			3,232(1)	03/04/2026(2)	03/04/2029	Common stock	3,232	$0	32,308	D
Restricted Stock Units	$0	09/05/2026		M			4,402(1)	03/05/2025(2)	03/05/2028	Common stock	4,402	$0	26,414	D
Restricted Stock Units	$0	09/07/2026		M			5,220(1)	03/07/2024(2)	03/07/2027	Common stock	5,220	$0	10,442	D

Explanation of Responses:

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

2. 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.

Remarks:

	/s/ Ewelina Kemp, Attorney-in-Fact for Kenneth Stillwell	09/09/2026
	** 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)