Pegasystems (PEGA) CPO gains 72,000 performance-based stock options

Rhea-AI Filing Summary

Pegasystems Chief Product Officer Akgonul Rifat Kerim reported the vesting and acquisition of 72,000 stock options on February 10, 2026. These options, originally granted on March 5, 2024 with a $31.05 exercise price, vested after Pegasystems overachieved its 2025 performance criteria at 160%, bringing his directly held derivative securities to 87,000 options.

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^*

Akgonul Rifat Kerim

(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 Product Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

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

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
Stock Options	$31.05	02/10/2026		A		72,000(1)		03/05/2025	03/05/2034	Common stock	72,000	$0	87,000	D

Explanation of Responses:

1. On March 5, 2024, the reporting person was granted an option to purchase shares of Pegasystems common stock. The option vests in two installments, with 25% to vest on the first anniversary of the date of grant based on the Pegasystems' satisfaction of certain performance criteria for the fiscal year ended December 31, 2024, and 75% to vest on the second anniversary of the date of grant based on Pegasystems' satisfaction of certain performance criteria for the fiscal year ended December 31, 2025. Pegasystems overachieved the performance criteria for the fiscal year ended December 31, 2025 at 160%, resulting in vesting of the option as to 72,000 shares.

Remarks:

	/s/ Ewelina Kemp, Attorney-in-Fact for Rifat Kerim Akgonul	02/12/2026
	** 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 transaction did Pegasystems (PEGA) report in this Form 4?

Pegasystems reported its Chief Product Officer acquiring 72,000 stock options through vesting on February 10, 2026. These options were part of a March 5, 2024 grant tied to company performance criteria for fiscal years 2024 and 2025.

Why did 72,000 Pegasystems (PEGA) stock options vest for the Chief Product Officer?

The 72,000 stock options vested because Pegasystems overachieved its 2025 performance criteria at 160%. The award was structured to vest based on specific performance goals for fiscal years ending December 31, 2024 and December 31, 2025.

What are the key terms of the Pegasystems (PEGA) stock options reported?

The reported derivative security is a stock option with an exercise price of $31.05 per share. The option was granted on March 5, 2024 and is scheduled to expire on March 5, 2034, subject to its original vesting conditions.

How many Pegasystems (PEGA) options does the Chief Product Officer hold after this transaction?

Following the vesting of 72,000 stock options, the Chief Product Officer beneficially owns 87,000 derivative securities directly. This figure reflects the total number of stock options reported as beneficially owned after the February 10, 2026 transaction.

How was the Pegasystems (PEGA) performance-based option grant structured?

The March 5, 2024 option grant vests in two tranches: 25% on the first anniversary based on 2024 performance criteria, and 75% on the second anniversary based on 2025 criteria. Overachievement of 2025 goals at 160% triggered vesting of 72,000 shares.