[Form 4] Pegasystems Inc Insider Trading Activity

Rhea-AI Filing Summary

Leon Trefler, Chief of Clients and Markets at Pegasystems Inc. (PEGA), reported multiple transactions on Form 4 dated 09/05/2025–09/07/2025 showing both acquisitions and dispositions of the issuer's common stock and restricted stock units (RSUs). The filing shows acquisitions of 2,200 RSUs (09/05/2025) and 2,658 RSUs (09/07/2025) that convert one-for-one into common shares on vesting, increasing his beneficial ownership to 22,012 and 15,948 underlying shares respectively in Table II and to 119,845 total shares after the 09/07/2025 transactions in Table I. Reported dispositions include 866 shares sold at $53.81 and 1,046 shares sold at $55.51, reducing holdings to 117,187 and 118,799 after each sale. The RSU awards vest 25% on the stated date with the remainder vesting quarterly over three years. The form is signed by an attorney-in-fact on 09/09/2025.

Insights

Financial Analyst

TL;DR: Insider received significant RSU awards while also selling small blocks of common stock at mid-$50s prices, modest net increase in beneficial ownership.

The transactions are a routine mix of compensation vesting and opportunistic sales. The acquisition entries reflect award vesting mechanics rather than open-market purchases, increasing potential future dilution but aligning executive incentives with shareholder value. The reported sales — 866 shares at $53.81 and 1,046 shares at $55.51 — are small relative to the total beneficial position reported and likely represent personal liquidity actions rather than signaling a change in outlook.

Corporate Governance Expert

TL;DR: Form 4 documents standard executive compensation vesting and minor disposals, properly disclosed and executed via attorney-in-fact.

The filing clearly reports RSU vesting schedules and corresponding increases in beneficial ownership, with vesting terms specified: 25% at the date exercisable and remaining 75% quarterly over three years. Sales were executed at listed prices and the filing includes required signature by an attorney-in-fact dated 09/09/2025. From a governance perspective, disclosures appear complete and timely with both acquisitions and disposals itemized.

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)
09/05/2025

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	09/05/2025		M		2,200(1)	A	$0	118,053	D
Common stock	09/05/2025		F		866	D	$53.81	117,187	D
Common stock	09/07/2025		M		2,658(1)	A	$0	119,845	D
Common stock	09/07/2025		F		1,046	D	$55.51	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
Restricted Stock Units(1)	$0	09/05/2025		M			2,200	03/05/2025(2)	03/05/2028	Common stock	2,200	$0	22,012	D
Restricted Stock Units(1)	$0	09/07/2025		M			2,658	03/07/2024(2)	03/07/2027	Common stock	2,658	$0	15,948	D

Explanation of Responses:

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

2. This restricted stock unit award vested 25% on the Date Exercisable in Table II, with the remaining 75% vesting in equal quarterly amounts over the remaining 3 years.

Remarks:

	/s/ Ewelina Kemp, Attorney-in-Fact for Leon Trefler	09/09/2025
	** Signature of Reporting Person	Date
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