Pegasystems (PEGA) accounting chief exercises RSUs; some shares withheld for tax

Rhea-AI Filing Summary

Pegasystems SVP and Chief Accounting Officer Efstathios Kouninis exercised 332 restricted stock units into common stock on June 7, 2026. To cover tax obligations, 81 shares of common stock were withheld in a tax-related disposition. Following these routine compensation transactions, he holds 3,126 common shares directly and 998 unvested restricted stock units that continue to vest over time.

Insider Trade Summary

332 shares exercised/converted

Mixed 3 txns

Insider KOUNINIS EFSTATHIOS A

Role SVP, Chief Accounting Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	332	$0.00	--
Exercise	Common stock	332	$0.00	--
Tax Withholding	Common stock	81	$34.71	$3K

Holdings After Transaction: Restricted Stock Units — 998 shares (Direct, null); Common stock — 3,207 shares (Direct, null)

Footnotes (1)

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

Key Figures

RSUs exercised: 332 shares Tax-withholding shares: 81 shares at $34.71 Shares held after transaction: 3,126 shares +2 more

5 metrics

RSUs exercised 332 shares Restricted stock units converted to common stock on June 7, 2026

Tax-withholding shares 81 shares at $34.71 Shares delivered to cover tax liability on June 7, 2026

Shares held after transaction 3,126 shares Direct common stock ownership after Form 4 transactions

RSUs remaining 998 units Restricted stock units outstanding after the reported conversion

Exercise price for RSUs $0.00 per unit Conversion of restricted stock units into common stock

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 of the issuer's 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.

derivative security financial

"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

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

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Form 4 Insider Transactions: What Each Field Means →

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)
06/07/2026

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	06/07/2026		M		332	A	$0	3,207	D
Common stock	06/07/2026		F		81	D	$34.71	3,126	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	06/07/2026		M			332	03/07/2024(2)	03/07/2027	Common stock	332	$0	998	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 Efstathios A. Kouninis	06/09/2026
	** 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)

FAQ

What did Pegasystems (PEGA) SVP Efstathios Kouninis report on this Form 4?

Efstathios Kouninis reported routine equity compensation activity. He exercised 332 restricted stock units into Pegasystems common shares and had 81 shares withheld to satisfy tax obligations, leaving him with 3,126 directly held shares after the transactions.

How many Pegasystems (PEGA) shares does Efstathios Kouninis hold after the Form 4 transactions?

After the reported transactions, Efstathios Kouninis directly holds 3,126 shares of Pegasystems common stock. This reflects the net position following the 332-share restricted stock unit conversion and 81-share tax-withholding disposition reported on June 7, 2026.

What is the nature of the 81-share disposition reported by Pegasystems (PEGA) SVP?

The 81-share disposition is a tax-withholding transaction, not an open-market sale. Shares were delivered to satisfy tax liabilities arising from the equity award, at a reported price of $34.71 per share for valuation purposes.

What restricted stock unit activity did Pegasystems (PEGA) disclose for Efstathios Kouninis?

The filing shows 332 restricted stock units converted into Pegasystems common stock at a $0.00 exercise price. Footnotes explain each RSU converts into one share upon vesting, with the award vesting quarterly over a four-year schedule.

How many restricted stock units remain for Pegasystems (PEGA) SVP after this Form 4?

Following the reported conversion, Efstathios Kouninis has 998 restricted stock units outstanding. These units represent additional potential Pegasystems common shares that will be delivered as they vest under the award’s remaining schedule.