Welcome to our dedicated page for Pros Holdings SEC filings (Ticker: PRO), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The SEC filings archive for PROS Holdings, Inc. (former NYSE ticker PRO) offers detailed regulatory documentation covering the company’s life as a U.S. reporting issuer and its transition to private ownership. These documents include current reports on Form 8-K, the Form 25 used to remove its common stock from New York Stock Exchange listing and registration, and the Form 15 that terminated registration under Section 12(g) and suspended periodic reporting obligations.
Form 8-K filings capture material events such as quarterly earnings releases, entry into the Agreement and Plan of Merger with entities formed by investment funds affiliated with Thoma Bravo, stockholder approval of the merger at a special meeting, and the completion of the merger on December 9, 2025. These reports describe the cash consideration paid per share, treatment of equity awards, changes to convertible notes and the repayment and termination of credit facilities in connection with the transaction.
The Form 25 filed by the New York Stock Exchange on December 9, 2025 notifies the SEC of the removal of PROS common stock from listing and registration under Section 12(b) of the Exchange Act. The subsequent Form 15 filed on December 19, 2025 certifies termination of registration of the common stock under Section 12(g) and suspension of the company’s duty to file reports under Sections 13 and 15(d), noting that the approximate number of holders of record at that time was one.
Earlier 8-K filings also provide insight into governance and transaction processes, including descriptions of the merger agreement terms, closing conditions, financing commitments, non-solicitation provisions and regulatory milestones such as expiration of the Hart-Scott-Rodino waiting period. For bondholders, the December 9, 2025 Form 8-K explains changes to the conversion features of the company’s 2027 and 2030 convertible senior notes following the merger.
On Stock Titan, these filings can be viewed alongside AI-powered summaries that explain key sections in accessible language, helping users quickly understand how PROS reported its financial condition, structured its acquisition by Thoma Bravo and completed the delisting and deregistration of the PRO common stock.
PROS Holdings (NYSE:PRO) issued $235.0 million in 2.50% Convertible Senior Notes due 2030. The notes will bear interest payable semiannually, with initial conversion rate of 48.8293 shares per $1,000 principal (approximately $20.48 per share). The company also entered into capped call transactions to reduce potential dilution.
Key terms include: conversion options before April 1, 2030 under specific conditions, company's right to redeem after July 3, 2028 if stock price exceeds 130% of principal, and holders' right to require repurchase upon fundamental changes. Net proceeds were approximately $48.8 million before expenses, with $27.9 million used for capped call transactions.