-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, V1CDRDtAJKqSlEr6PFNEy+/IKOkMxlGh2KmnAdEzUMlD9Zl2W9eqdKm1t2YlCub9 ms1wGeyDwhdqqFKRk+4xEw== 0000897226-04-000190.txt : 20040213 0000897226-04-000190.hdr.sgml : 20040213 20040213173114 ACCESSION NUMBER: 0000897226-04-000190 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20040213 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PROGRESS SOFTWARE CORP /MA CENTRAL INDEX KEY: 0000876167 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 042746201 STATE OF INCORPORATION: MA FISCAL YEAR END: 1130 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-42022 FILM NUMBER: 04600874 BUSINESS ADDRESS: STREET 1: 14 OAK PARK CITY: BEDFORD STATE: MA ZIP: 01730 BUSINESS PHONE: 6172804000 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PRIVATE CAPITAL MANAGEMENT CENTRAL INDEX KEY: 0000897226 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 593654603 STATE OF INCORPORATION: FL FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 8889 PELICAN BAY BLVD STREET 2: STE 500 CITY: NAPLES STATE: FL ZIP: 34108 BUSINESS PHONE: 9412542525 MAIL ADDRESS: STREET 1: 8889 PELICAN BAY BLVD STREET 2: STE 500 CITY: NAPLES STATE: FL ZIP: 34108 FORMER COMPANY: FORMER CONFORMED NAME: PRIVATE CAPITAL MANAGEMENT INC /FL DATE OF NAME CHANGE: 19950223 SC 13G/A 1 prgs.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Amendment No. 5 (Name of Issuer) PROGRESS SOFTWARE (Title of Class of Securities) Common Stock (CUSIP Number) 743312100 Rule 13d-1(b) NAME OF REPORTING PERSON Private Capital Management I.R.S. IDENTIFICATION NO. 59-3654603 MEMBER OF A GROUP? (b) X PLACE OF ORGANIZATION Delaware NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: SOLE VOTING POWER 0 SHARED VOTING POWER 4,031,369 SOLE DISPOSITIVE POWER 0 SHARED DISPOSITIVE POWER 4,031,369 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,031,369 PERCENT OF CLASS REPRESENTED BY AGGREGATE AMOUNT BENEFICIALLY OWNED 11.6% TYPE OF REPORTING PERSON IA NAME OF REPORTING PERSON Bruce S. Sherman I.R.S. IDENTIFICATION NO. MEMBER OF A GROUP? (b) X CITIZENSHIP U.S. Citizen NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: SOLE VOTING POWER 0 SHARED VOTING POWER 4,058,519 SOLE DISPOSITIVE POWER 0 SHARED DISPOSITIVE POWER 4,058,519 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,058,519 PERCENT OF CLASS REPRESENTED BY AGGREGATE AMOUNT BENEFICIALLY OWNED 11.6% TYPE OF REPORTING PERSON IN NAME OF REPORTING PERSON Gregg J. Powers I.R.S. IDENTIFICATION NO. MEMBER OF A GROUP? (b) X CITIZENSHIP U.S. Citizen NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: SOLE VOTING POWER 0 SHARED VOTING POWER 4,031,369 SOLE DISPOSITIVE POWER 0 SHARED DISPOSITIVE POWER 4,031,369 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,031,369 PERCENT OF CLASS REPRESENTED BY AGGREGATE AMOUNT BENEFICIALLY OWNED 11.6% TYPE OF REPORTING PERSON IN ITEMS 1 - 10 OF GENERAL INSTRUCTIONS Item 1. (a)Name of Issuer: PROGRESS SOFTWARE (b)Address of Issuer: 14 Oak Park, Bedford, MA 01730 Item 2. (a)Name of Person Filing: See Exhibit 1 (b)Address of Person Filing: 8889 Pelican Bay Blvd., Naples, FL 34108 (c)Citizenship: See Exhibit 1 (d)Title of Class of Securities: Common Stock (e)CUSIP Number: 743312100 Item 3. The reporting person is filing as an Investment Adviser registered under section 203 of the Investment Advisers Act of 1940. Item 4. Ownership (a)Amount Beneficially Owned: See Exhibit 1 (b)Percent of Class: See Exhibit 1 (c)Number of Shares as to which such person has: (i)sole power to vote or to direct the vote: See Exhibit 1 (ii)shared power to vote or to direct the vote: See Exhibit 1 (iii)sole power to dispose or to direct the disposition of: See Exhibit 1 (iv)shared power to dispose or to direct the disposition of: See Exhibit 1 Item 5. Ownership of Five Percent or Less of Class: N/A Item 6. Ownership of More than Five Percent on Behalf of Another Person: N/A Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company: N/A Item 8. Identification and Classification of Members of the Group: See Exhibit 1 Item 9. Notice of Dissolution of Group: N/A Item 10. Certification: By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purposes or effect. SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: See Exhibit 2 Signature: See Exhibit 2 Name/Title: See Exhibit 2 Exhibit 1 Item 2. (a) Name of Person Filing 1) Private Capital Management, L.P. 2) Bruce S. Sherman 3) Gregg J. Powers (c)Citizenship 1) Delaware 2) U.S. 3) U.S. Item 4. (a) Amount Beneficially Owned 1) 4,031,369 2) 4,058,519 3) 4,031,369 (b) Percent of Class 1) 11.6% 2) 11.6% 3) 11.6% (c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote 1) 0 2) 0 3) 0 (ii) shared power to vote or to direct the vote 1) 4,031,369 2) 4,058,519 3) 4,031,369 (iii) sole power to dispose or to direct the disposition of 1) 0 2) 0 3) 0 (iv) shared power to dispose or to direct the disposition of 1) 4,031,369 2) 4,058,519 3) 4,031,369 Bruce S. Sherman is CEO of Private Capital Management (PCM) and Gregg J. Powers is President of PCM. In these capacities, Messrs. Sherman and Powers exercise shared dispositive and shared voting power with respect to shares held by PCM's clients and managed by PCM. Messrs. Sherman and Powers disclaim beneficial ownership for the shares held by PCM's clients and disclaim the existence of a group. Exhibit 2 Signature After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date: February 13, 2004 _____________________________________ Bruce S. Sherman as CEO, PCM as, individual, as applicable ______________________________________ Gregg J. Powers as President, PCM as, individual, as applicable -----END PRIVACY-ENHANCED MESSAGE-----