PROG director granted 4,953 RSUs in equity award

Martinez Ramon Michael reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Martinez Ramon Michael reported acquisition or exercise transactions in this Form 4 filing.

PROG Holdings, Inc. director Ramon Michael Martinez received a grant of 4,953 shares of common stock in the form of restricted stock units. The RSUs represent his annual grant as a non-employee director and are expected to vest on May 6, 2027. Following this award, he holds a total of 27,537 common shares directly, a figure that also reflects shares accumulated through the company’s dividend reinvestment program for non-employee directors. This is a compensation-related equity grant rather than an open-market stock purchase.

Insider Trade Summary

Grant/Award: 4,953 shares

Grant/Award 1 txn

Insider Martinez Ramon Michael

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	4,953	$36.34	$180K

Holdings After Transaction: Common Stock — 27,537 shares (Direct)

Footnotes (2)

1. F1. These restricted stock units (RSUs) represent the annual RSU grant made to non-employee directors, and are expected to vest on May 6, 2027.
2. F2. Number of shares reported includes shares received through the Issuer's dividend reinvestment program for non-employee directors.

Key Figures

RSU grant size: 4,953 shares Grant value per share: $36.34 per share Total shares after grant: 27,537 shares +1 more

4 metrics

RSU grant size 4,953 shares Annual restricted stock unit grant to non-employee director

Grant value per share $36.34 per share Reported value for the 4,953 RSUs

Total shares after grant 27,537 shares Common stock directly held after RSU award

RSU vesting date May 6, 2027 Expected vesting of annual RSU grant

Key Terms

restricted stock units (RSUs), annual RSU grant, dividend reinvestment program, non-employee directors

4 terms

restricted stock units (RSUs) financial

"These restricted stock units (RSUs) represent the annual RSU grant made to non-employee directors"

Restricted stock units (RSUs) are a type of company promise to give employees shares of stock in the future, usually after certain conditions like working for a set time. They are like a gift promised today that you receive later, which can become valuable if the company's stock price goes up. RSUs matter because they are a way companies reward employees and can be a significant part of compensation.

annual RSU grant financial

"represent the annual RSU grant made to non-employee directors"

dividend reinvestment program financial

"includes shares received through the Issuer's dividend reinvestment program for non-employee directors"

A dividend reinvestment program lets investors automatically use cash dividends to buy more shares of the same company instead of taking the money as cash. Think of it like an automatic savings plan that turns small payouts into additional ownership, often including fractional shares, which can speed up compound growth and reduce the need for manual buying decisions — a convenience that can boost long-term returns for shareholders.

non-employee directors financial

"the annual RSU grant made to non-employee directors"

Non-employee directors are board members who do not work for the company as salaried employees and usually do not hold day-to-day management roles. They act like outside referees or independent coaches, providing oversight, asking tough questions, and protecting shareholders’ interests; investors care because these directors help ensure management is accountable, reduce conflicts of interest, and influence decisions that affect company strategy and long-term value.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did PROG Holdings (PRG) report for Ramon Michael Martinez?

PROG Holdings reported that director Ramon Michael Martinez received 4,953 restricted stock units as an annual equity grant. These RSUs are a compensation award rather than an open-market purchase and increase his directly held common stock position with the company.

How many PROG Holdings (PRG) shares does Ramon Michael Martinez hold after this Form 4?

After the RSU grant, Ramon Michael Martinez holds 27,537 shares of PROG Holdings common stock directly. This total includes shares accumulated through the company’s dividend reinvestment program for non-employee directors, as noted in the filing footnotes.

When do Ramon Michael Martinez’s new PROG Holdings (PRG) RSUs vest?

The restricted stock units granted to Ramon Michael Martinez are expected to vest on May 6, 2027. Vesting means the RSUs convert into common shares he can fully own, subject to any applicable company policies and potential continued service requirements.

Was the PROG Holdings (PRG) Form 4 transaction a market purchase or sale?

The Form 4 transaction was not a market purchase or sale. It records a grant of 4,953 restricted stock units to director Ramon Michael Martinez as part of his non-employee director compensation, rather than an open-market trading decision.

What price per share is associated with the PROG Holdings (PRG) RSU grant?

The RSU grant is reported using a value of $36.34 per share for the 4,953 restricted stock units. This figure typically reflects the fair market value of PROG Holdings common stock on the grant date for compensation reporting purposes in the filing.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/08/2026 - 05:33 PM Learn about SEC filing dates

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^*

Martinez Ramon Michael

(Last) (First) (Middle)

256 WEST DATA DRIVE

(Street)

DRAPER UTAH 84020

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
PROG Holdings, Inc. [ PRG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/06/2026

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	05/06/2026		A		4,953(1)	A	$36.34	27,537(2)	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

Explanation of Responses:

1. These restricted stock units (RSUs) represent the annual RSU grant made to non-employee directors, and are expected to vest on May 6, 2027.

2. Number of shares reported includes shares received through the Issuer's dividend reinvestment program for non-employee directors.

Remarks:

	/s/ George M. Sewell, by Power of Attorney for Ramon Martinez	05/08/2026
	** 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)