Progress Software (PRGS) director receives 5,857 deferred stock units

Rhea-AI Filing Summary

KRALL DAVID reported acquisition or exercise transactions in this Form 4 filing.

Progress Software director David Krall received an equity award of 5,857 deferred stock units, reported as common stock equivalents at $38.42 per unit. The grant represents his fiscal 2026 equity retainer for board service and was issued under the company’s Director Compensation Plan and 2008 Stock Option and Incentive Plan.

The deferred stock units vest on the date of the company’s 2027 Annual Meeting of Stockholders, as long as he continues serving on the board until then. They are payable on a one-for-one basis in common stock upon a change in control of the company or when he leaves the board. Following this grant, Krall’s directly held and reported common stock equivalents total 105,947 shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider KRALL DAVID

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	5,857	$38.42	$225K

Holdings After Transaction: Common Stock — 105,947 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Deferred stock units granted: 5,857 units Reference price per unit: $38.42 per unit Total holdings after grant: 105,947 shares +1 more

4 metrics

Deferred stock units granted 5,857 units Fiscal 2026 equity retainer for director service

Reference price per unit $38.42 per unit Reported transaction price on grant date

Total holdings after grant 105,947 shares Directly held common stock equivalents after transaction

Vesting date 2027 Annual Meeting Units vest at company’s 2027 Annual Meeting of Stockholders

Key Terms

deferred stock units, equity retainer, Director Compensation Plan, 2008 Stock Option and Incentive Plan, +2 more

6 terms

deferred stock units financial

"Represents deferred stock units issued to the Reporting Person by Progress Software Corporation"

Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.

equity retainer financial

"as the fiscal year 2026 equity retainer for the Reporting Person's services as a director"

Director Compensation Plan financial

"issued in accordance with the Company's Director Compensation Plan"

2008 Stock Option and Incentive Plan financial

"pursuant to the Company's 2008 Stock Option and Incentive Plan"

change in control financial

"payable on a one-for-one basis exclusively in common stock on the earlier of a change in control of the Company"

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

Annual Meeting of Stockholders financial

"will vest on the date of the Company's 2027 Annual Meeting of Stockholders"

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/06/2026 - 04:15 PM Accepted by SEC EDGAR 07/06/2026 - 04:14 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^*

KRALL DAVID

(Last) (First) (Middle)

C/O PROGRESS SOFTWARE CORPORATION

15 WAYSIDE ROAD, SUITE 400

(Street)

BURLINGTON MASSACHUSETTS 01803

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
PROGRESS SOFTWARE CORP /MA [ PRGS ]

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)
07/02/2026

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	07/02/2026		A		5,857(1)	A	$38.42	105,947	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. Represents deferred stock units issued to the Reporting Person by Progress Software Corporation (the "Company") as the fiscal year 2026 equity retainer for the Reporting Person's services as a director of the Company during such period. These deferred stock units were issued in accordance with the Company's Director Compensation Plan pursuant to the Company's 2008 Stock Option and Incentive Plan and are payable on a one-for-one basis exclusively in common stock on the earlier of a change in control of the Company or the date the Reporting Person terminates service on the board of directors of the Company (the "Board of Directors"). The deferred stock units will vest on the date of the Company's 2027 Annual Meeting of Stockholders, subject to the Reporting Person's continued service on the Board of Directors until such date.

Remarks:

	Anthony Folger, Attorney-in-Fact	07/06/2026
	** 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)

FAQ

What insider transaction did PRGS director David Krall report on this Form 4?

David Krall reported receiving 5,857 deferred stock units tied to Progress Software common stock. The award reflects his fiscal 2026 equity retainer for board service and was granted under the company’s Director Compensation Plan and 2008 Stock Option and Incentive Plan.

At what reference price were David Krall’s Progress Software (PRGS) units reported?

The 5,857 deferred stock units linked to Progress Software common stock were reported at $38.42 per unit. This price is used for Form 4 reporting purposes and does not necessarily reflect a negotiated purchase or sale in the open market.

How many Progress Software (PRGS) shares does David Krall hold after this grant?

After receiving 5,857 deferred stock units, David Krall is reported as directly holding 105,947 common stock equivalents. This total includes the newly granted units and reflects his direct ownership position following the reported transaction date.

When do David Krall’s newly granted PRGS deferred stock units vest?

The deferred stock units granted to David Krall vest on the date of Progress Software’s 2027 Annual Meeting of Stockholders. Vesting is contingent on his continued service on the company’s board of directors through that meeting date, according to the award terms.

How and when are David Krall’s Progress Software deferred stock units settled?

David Krall’s deferred stock units are payable in Progress Software common stock on a one-for-one basis. Settlement occurs upon the earlier of a change in control of the company or the date he ceases serving on the board of directors, as specified in the award terms.

Under which plans were David Krall’s PRGS deferred stock units granted?

The award was made under Progress Software’s Director Compensation Plan pursuant to its 2008 Stock Option and Incentive Plan. These plans govern director equity compensation, including the fiscal 2026 equity retainer represented by the 5,857 deferred stock units granted to David Krall.