Pegasystems CEO gifts 10.8M shares to trusts
CEO Alan Trefler reported large bona fide gift transfers among trusts and confirmed substantial direct and indirect PEGASYSTEMS share holdings.
Rhea-AI Filing Summary
PEGASYSTEMS INC (PEGA) reported that Alan N. Trefler, its C.E.O., Chairman and ten percent owner, made a series of internal trust transfers of 10,798,606 shares of common stock on September 14, 2026. Two grantor retained annuity trusts each transferred their holdings by bona fide gift to an irrevocable trust associated with Trefler.
After these transfers, Trefler reports 58,504,872 shares held directly, 16,275,828 shares held indirectly through the Alan N. Trefler Irrevocable Non-GST Trust of 2022, and 2,071,585 shares held indirectly through The Trefler 2025 Trust. No Rule 10b5-1 trading plan is reported.
Positive
- None.
Negative
- None.
Insider Trade Summary
10,798,606 shares gifted
Gift
5 txns
Insider
TREFLER ALAN
Role
C.E.O. & Chairman
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Gift | Common stock F1, F2 | 2,399,690 | $0.00 | $0.00 |
| Gift | Common stock F1, F2 | 2,999,613 | $0.00 | $0.00 |
| Gift | Common stock F1 | 5,399,303 | $0.00 | $0.00 |
| holding | Common stock F3 | -- | -- | -- |
| holding | Common stock | -- | -- | -- |
Holdings After Transaction:
Common stock — 0 shares (Indirect, Alan N. Trefler Grantor Retained Annuity Trust II of 2024);
Common stock — 0 shares (Indirect, Alan N. Trefler Grantor Retained Annuity Trust I of 2024);
Common stock — 16,275,828 shares (Indirect, Alan N. Trefler Irrevocable Non-GST Trust of 2022);
Common stock — 58,504,872 shares (Direct);
Common stock — 2,071,585 shares (Indirect, The Trefler 2025 Trust)
Footnotes (3)
- F1. Transfers of shares from the Alan N. Trefler Grantor Retained Annuity Trust I of 2024 and the Alan N. Trefler Grantor Retained Annuity Trust II of 2024 to the Alan N. Trefler Irrevocable Non-GST Trust of 2022.
- F2. Reflects exempt transfers between the reporting person and the trust described in the Nature of Indirect Beneficial Ownership column.
- F3. Reflects exempt transfers between the reporting person and the grantor retained annuity trusts described on this Form 4.
Key Figures
Total shares transferred as gifts: 10,798,606 shares
Gift from Grantor Retained Annuity Trust II of 2024: 2,399,690 shares
Gift from Grantor Retained Annuity Trust I of 2024: 2,999,613 shares
+3 more
6 metrics
Total shares transferred as gifts
10,798,606 shares
Bona fide gift transfers among trusts on September 14, 2026
Gift from Grantor Retained Annuity Trust II of 2024
2,399,690 shares
Disposition by bona fide gift; trust’s post-transaction balance 0 shares
Gift from Grantor Retained Annuity Trust I of 2024
2,999,613 shares
Disposition by bona fide gift; trust’s post-transaction balance 0 shares
Gift received by Irrevocable Non-GST Trust of 2022
5,399,303 shares
Acquisition by bona fide gift; post-transaction holding 16,275,828 shares
Direct holdings after transactions
58,504,872 shares
Common stock held directly by Alan N. Trefler as of September 14, 2026
Indirect holdings via The Trefler 2025 Trust
2,071,585 shares
Common stock held indirectly through The Trefler 2025 Trust
Key Terms
bona fide gift, Grantor Retained Annuity Trust, Irrevocable Non-GST Trust, indirect beneficial ownership
4 terms
bona fide gift financial
"transaction code description shows a bona fide gift between trusts"
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
Grantor Retained Annuity Trust financial
"Alan N. Trefler Grantor Retained Annuity Trust I of 2024"
A grantor retained annuity trust (GRAT) is an estate-planning tool where the person who creates the trust transfers assets into it but receives fixed cash payments (an annuity) from the trust for a set number of years; whatever remains after that term passes to designated beneficiaries. It matters to investors because it can shift future appreciation of assets out of the creator’s taxable estate—like putting an asset into a timed vending machine that pays you fixed amounts while any extra value that grows inside the machine goes to heirs with reduced gift or estate tax consequences.
Irrevocable Non-GST Trust financial
"Alan N. Trefler Irrevocable Non-GST Trust of 2022"
indirect beneficial ownership financial
"described in the Nature of Indirect Beneficial Ownership column"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did PEGASYSTEMS (PEGA) CEO Alan Trefler report in this Form 4?
He reported bona fide gift transfers totaling 10,798,606 PEGASYSTEMS common shares on September 14, 2026, involving movements of shares among trusts associated with him.
Were these PEGASYSTEMS (PEGA) transactions open-market buys or sells?
No. The Form 4 describes the reported movements as bona fide gifts and exempt transfers between Alan Trefler and related trusts, not as open-market purchases or sales.
Were the PEGA trust transfers made under a Rule 10b5-1 plan?
No. The Form 4 indicates that the Rule 10b5-1 checkbox is not marked, and the filing does not state that the transactions were made pursuant to a Rule 10b5-1 trading plan.
AI-generated analysis. How Rhea-AI works. Not financial advice.
