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Progress Software legal chief vests RSUs, withholds shares for tax

Progress Software’s Chief Legal Officer, Yufan Stephanie Wang, reported the vesting and conversion of 9,309 performance-based restricted stock units into common stock on February 1, 2026, after three-year return and income criteria were met.

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Form Type
4

Rhea-AI Filing Summary

Progress Software’s Chief Legal Officer, Yufan Stephanie Wang, reported the vesting and conversion of 9,309 performance-based restricted stock units into common stock on February 1, 2026, after three-year return and income criteria were met. The company withheld 4,221 shares at $40.57 to satisfy tax obligations. Following these transactions, she holds 5,756 shares of common stock directly.

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Negative

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Insider WANG YUFAN STEPHANIE
Role Chief Legal Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 9,309 $0.00 $0.00
Exercise Common Stock 9,309 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 4,221 $40.57 $171K
Holdings After Transaction: Restricted Stock Units — 0 contracts (Direct); Common Stock — 5,756 shares (Direct)
Footnotes (3)
  1. F1. On January 19, 2023, the Reporting Person was granted 10,699 performance-based restricted stock units pursuant to Progress Software Corporation's (the "Company's") 2008 Stock Option and Incentive Plan and 2022 Long Term Incentive Plan. Based on the Company meeting relative total shareholder return and cumulative operating income criteria over the three-year period ending November 30, 2025, the amount shown is the amount of performance-based restricted stock units that vested under the 2022 Long Term Incentive Plan on February 1, 2026.
  2. F2. Restricted stock units convert into common stock on a one-for-one basis.
  3. F3. Represents shares of common stock withheld by the Company to pay the tax withholding obligations of the Reporting Person upon the vesting of performance-based restricted stock units granted to the Reporting Person on January 19, 2023.
Performance RSUs granted 10,699 units Performance-based restricted stock units granted on January 19, 2023 under company incentive plans
Performance RSUs vested 9,309 units Amount of performance-based RSUs that vested on February 1, 2026 after three-year criteria were met
Common shares from RSU conversion 9,309 shares Restricted stock units convert into common stock on a one-for-one basis at vesting
Shares withheld for taxes 4,221 shares Common stock withheld by the company to pay tax withholding obligations upon RSU vesting
Tax withholding price $40.57 per share Per-share value applied to the 4,221 withheld shares used to satisfy tax obligations
Post-transaction common shares 5,756 shares Direct common stock holdings of the reporting person after the February 1, 2026 transactions
Performance period end date November 30, 2025 End of three-year period over which relative total shareholder return and operating income were measured
performance-based restricted stock units financial
"the Reporting Person was granted 10,699 performance-based restricted stock units"
Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.
relative total shareholder return financial
"based on the Company meeting relative total shareholder return and cumulative operating income criteria"
Relative total shareholder return measures how much an investor’s gain from a company — including stock price changes and dividends — beats or lags a chosen benchmark or peer group over a set time. Think of it as a race: it shows whether the company outpaced rivals or the market, which helps investors and boards judge performance, compare returns fairly, and link results to pay or investment decisions.
cumulative operating income financial
"meeting relative total shareholder return and cumulative operating income criteria over the three-year period"
tax withholding obligations financial
"shares of common stock withheld by the Company to pay the tax withholding obligations of the Reporting Person"
Long Term Incentive Plan financial
"vested under the 2022 Long Term Incentive Plan on February 1, 2026"
A long term incentive plan is a company program that awards executives and key employees bonuses—often in stock, options, or cash—only if the business meets multi-year performance goals. It links management pay to company results—like tying a coach’s bonus to a team’s multi-season record—so investors monitor it for how leaders are motivated, potential share dilution, and signals about the company’s long-term priorities.

FAQ

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What insider transactions did PRGS executive Yufan Stephanie Wang report on February 1, 2026?

Yufan Stephanie Wang reported 9,309 performance-based RSUs vesting and converting into common stock, with 4,221 shares withheld at $40.57 per share for taxes. After these transactions, she directly owns 5,756 Progress Software (PRGS) common shares.

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

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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*
WANG YUFAN STEPHANIE

(Last) (First) (Middle)
C/O PROGRESS SOFTWARE CORPORATION
15 WAYSIDE ROAD, SUITE 400

(Street)
BURLINGTON MA 01803

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PROGRESS SOFTWARE CORP /MA [ PRGS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Legal Officer
3. Date of Earliest Transaction (Month/Day/Year)
02/01/2026
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 02/01/2026 M 9,309(1) A $0(2) 9,977 D
Common Stock 02/01/2026 F 4,221(3) D $40.57 5,756 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 (2) 02/01/2026 M 9,309 (1) (1) Common Stock 9,309 $0 0 D
Explanation of Responses:
1. On January 19, 2023, the Reporting Person was granted 10,699 performance-based restricted stock units pursuant to Progress Software Corporation's (the "Company's") 2008 Stock Option and Incentive Plan and 2022 Long Term Incentive Plan. Based on the Company meeting relative total shareholder return and cumulative operating income criteria over the three-year period ending November 30, 2025, the amount shown is the amount of performance-based restricted stock units that vested under the 2022 Long Term Incentive Plan on February 1, 2026.
2. Restricted stock units convert into common stock on a one-for-one basis.
3. Represents shares of common stock withheld by the Company to pay the tax withholding obligations of the Reporting Person upon the vesting of performance-based restricted stock units granted to the Reporting Person on January 19, 2023.
Remarks:
YuFan Stephanie Wang 02/03/2026
** 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.

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