Pegasystems (PEGA) CAO logs RSU exercises and tax share withholdings

Rhea-AI Filing Summary

Pegasystems Inc. SVP and Chief Accounting Officer Efstathios A. Kouninis reported routine equity compensation transactions. On March 1, 2026 and March 2, 2026, he exercised restricted stock units into common stock at $0.00 per share and had shares withheld to cover taxes at $43.73 per share. After these transactions, he directly held 1,250 shares of Pegasystems common stock. Each restricted stock unit represents the right to receive one share of common stock after vesting, with 20% vesting initially and the remaining 80% in equal quarterly installments over four years.

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 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)
	SVP, Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026		M		206	A	$0	1,238	D
Common stock	03/01/2026		F		62	D	$43.73	1,176	D
Common stock	03/02/2026		M		106	A	$0	1,282	D
Common stock	03/02/2026		F		32	D	$43.73	1,250	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	$0	03/01/2026		M			206(1)	03/01/2023(2)	03/01/2027	Common stock	206	$0	822	D
Restricted Stock Units	$0	03/02/2026		M			106(1)	03/02/2022(2)	03/02/2026	Common stock	106	$0	0	D

Explanation of Responses:

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

2. 20% of the restricted stock units vested on the Date Exercisable in Table II, and the remaining 80% vest in equal quarterly installments over the following four years.

Remarks:

	/s/ Kathryn Leach, Attorney-in-Fact for Efstathios A. Kouninis	03/03/2026
	** 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.

FAQ

What insider transactions did Pegasystems (PEGA) report for Efstathios Kouninis?

Pegasystems reported that SVP and Chief Accounting Officer Efstathios A. Kouninis exercised restricted stock units into common stock on March 1 and 2, 2026, and had some shares withheld to satisfy tax obligations at a price of $43.73 per share.

Did the Pegasystems (PEGA) CAO buy or sell shares in this Form 4?

The CAO acquired shares through exercises of restricted stock units and disposed of a smaller number of shares solely for tax withholding. These tax-related dispositions are not open-market sales but automatic share withholdings to cover tax liabilities on vested equity awards.

How many Pegasystems (PEGA) shares does the CAO hold after these transactions?

Following the reported March 2026 equity transactions, Efstathios A. Kouninis directly holds 1,250 shares of Pegasystems common stock. This figure reflects the net position after restricted stock unit exercises and related share withholdings to satisfy tax obligations associated with those awards.

What are the terms of the Pegasystems (PEGA) restricted stock units in this Form 4?

Each restricted stock unit gives the right to receive one share of Pegasystems common stock after vesting. According to the disclosure, 20% of the units vest on the exercisable date and the remaining 80% vest in equal quarterly installments over the following four years.

Were the Pegasystems (PEGA) insider transactions open-market trades?

No, the transactions involve exercises of restricted stock units at a price of $0.00 per share and tax-withholding dispositions at $43.73 per share. These are administrative equity compensation events rather than discretionary open-market purchases or sales by the executive.