Pegasystems (PEGA) COO/CFO exercises RSUs; shares withheld to cover taxes
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Pegasystems COO and CFO Kenneth Stillwell reported routine equity compensation activity involving restricted stock units and related tax withholding. On June 7, 2026, he exercised RSUs that delivered 5,222 shares of common stock. To cover tax obligations, 2,055 shares were disposed of at $34.71 per share through a tax-withholding mechanism rather than an open-market sale.
After these transactions, Stillwell directly held 117,752 shares of Pegasystems common stock. In addition, 1,908 shares were reported as indirectly owned through his children. The filing notes that each restricted stock unit converts into one share of common stock after vesting, with this award vesting 25% initially and the remainder in equal quarterly installments over three years.
Positive
- None.
Negative
- None.
Insider Trade Summary
5,222 shares exercised/converted
Mixed
4 txns
Insider
STILLWELL KENNETH
Role
COO, CFO
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 5,222 | $0.00 | -- |
| Exercise | Common stock | 5,222 | $0.00 | -- |
| Tax Withholding | Common stock | 2,055 | $34.71 | $71K |
| holding | Common stock | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 15,662 shares (Direct, null);
Common stock — 119,807 shares (Direct, null);
Common stock — 1,908 shares (Indirect, Reporting Person's children)
Footnotes (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
RSU shares exercised: 5,222 shares
Shares withheld for tax: 2,055 shares
Tax-withholding price: $34.71 per share
+3 more
6 metrics
RSU shares exercised
5,222 shares
Common stock received from RSU vesting on June 7, 2026
Shares withheld for tax
2,055 shares
Tax-withholding disposition at $34.71 per share
Tax-withholding price
$34.71 per share
Price for 2,055 shares used to satisfy tax obligations
Direct holdings after transaction
117,752 shares
Pegasystems common stock directly owned after June 7, 2026
Indirect holdings (children)
1,908 shares
Common stock reported as indirectly owned through reporting person’s children
RSU underlying shares
5,222 shares
Each RSU converts into one share of common stock upon vesting
Key Terms
Restricted stock units, tax-withholding disposition, derivative exercise/conversion, indirect ownership, +1 more
5 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 is classified as a tax-withholding disposition."
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 exercise/conversion financial
"The transaction code M is described as an exercise or conversion of a derivative security."
indirect ownership financial
"Common stock reported as indirectly owned with the nature of ownership noted as Reporting Person's children."
Date Exercisable financial
"This restricted stock unit award vested 25% on the Date Exercisable in Table II."
FAQ
What did Pegasystems (PEGA) executive Kenneth Stillwell report in this Form 4?
Kenneth Stillwell reported routine equity compensation activity. He exercised restricted stock units into 5,222 common shares and had 2,055 shares withheld to satisfy tax obligations, resulting in updated direct and indirect share holdings.
What are Kenneth Stillwell’s Pegasystems (PEGA) holdings after these transactions?
After the transactions, Kenneth Stillwell directly held 117,752 Pegasystems common shares. The Form 4 also reports 1,908 additional shares as indirectly owned through his children, giving investors a clearer view of his post-transaction equity position.
How were taxes handled on Kenneth Stillwell’s Pegasystems (PEGA) RSU vesting?
Taxes were satisfied via a share withholding mechanism. Specifically, 2,055 Pegasystems common shares were disposed of at $34.71 per share to cover tax liabilities, classified as a tax-withholding disposition rather than an open-market sale.
How do Kenneth Stillwell’s Pegasystems (PEGA) restricted stock units work?
Each restricted stock unit converts into one Pegasystems common share after vesting. The award described here vested 25% on its initial exercisable date, with the remaining 75% scheduled to vest in equal quarterly installments over the following three years.
Does this Pegasystems (PEGA) Form 4 show any open-market buying or selling by Kenneth Stillwell?
The Form 4 does not show open-market trades. It reports RSU exercise delivering 5,222 shares and a 2,055-share tax-withholding disposition at $34.71 per share, both related to equity compensation and tax obligations rather than discretionary market purchases or sales.