0001013857-22-000065.txt : 20220308 0001013857-22-000065.hdr.sgml : 20220308 20220308180006 ACCESSION NUMBER: 0001013857-22-000065 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20220216 FILED AS OF DATE: 20220308 DATE AS OF CHANGE: 20220308 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Higgins John Gerard CENTRAL INDEX KEY: 0001915414 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-11859 FILM NUMBER: 22723091 MAIL ADDRESS: STREET 1: C/O PEGASYSTEMS INC. STREET 2: 1 MAIN STREET CITY: CAMBRIDGE STATE: MA ZIP: 02142 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PEGASYSTEMS INC CENTRAL INDEX KEY: 0001013857 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374] IRS NUMBER: 042787865 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE MAIN STREET CITY: CAMBRIDGE STATE: MA ZIP: 02142-1531 BUSINESS PHONE: 6173749600 MAIL ADDRESS: STREET 1: ONE MAIN STREET CITY: CAMBRIDGE STATE: MA ZIP: 02142-1531 3 1 wf-form3_164678038517105.xml FORM 3 X0206 3 2022-02-16 0 0001013857 PEGASYSTEMS INC PEGA 0001915414 Higgins John Gerard C/O PEGASYSTEMS INC. ONE MAIN STREET CAMBRIDGE MA 02142 0 1 0 0 Chief, Client &Partner Success Common stock 795 D Restricted Stock Units 0.0 2021-06-01 Common stock 7824.0 D Stock Options 136.08 2021-06-01 2031-03-01 Common stock 31810.0 D Restricted Stock Units 0.0 2022-03-01 Common stock 1842.0 D Stock Options 136.08 2022-03-01 2031-03-01 Common stock 6300.0 D Restricted Stock Units 0.0 2023-03-01 Common stock 1844.0 D Stock Options 136.08 2023-03-01 2031-03-01 Common stock 5776.0 D Restricted Stock Units 0.0 2024-03-01 Common stock 1845.0 D Stock Options 136.08 2024-03-01 2031-03-01 Common stock 5274.0 D Each restricted stock unit represents the right to receive, following vesting, one share of the issuer's common stock. The original grant was 9,207 restricted stock units, with 5% vesting on June 1, 2021, and the remaining 95% vesting in 5% quarterly installments. Once vested, the shares of common stock are not subject to expiration. Stock options vested 5% on June 1, 2021, and the remaining 95% will vest in 5% quarterly installments. RSUs will vest 20% on March 1, 2022, with the remaining 80% vesting in equal quarterly installments over the remaining four years, subject to acceleration based on the achievement of performance-based metrics. Options will vest 20% on March 1, 2022, with the remaining 80% vesting in equal quarterly installments over the remaining four years, subject to acceleration based on the achievement of performance-based metrics. RSUs will vest 20% on March 1, 2023, with the remaining 80% vesting in equal quarterly installments over the remaining four years, subject to acceleration based on the achievement of performance-based metrics. Options will vest 20% on March 1, 2023, with the remaining 80% vesting in equal quarterly installments over the remaining four years, subject to acceleration based on the achievement of performance-based metrics. RSUs will vest 20% on March 1, 2024, with the remaining 80% vesting in equal quarterly installments over the remaining four years, subject to acceleration based on the achievement of performance-based metrics. Options will vest 20% on March 1, 2024, with the remaining 80% vesting in equal quarterly installments over the remaining four years, subject to acceleration based on the achievement of performance-based metrics. John Gerard Higgins became Pegasystems Inc.'s Chief of Client & Partner Success on March 7, 2022. EXHIBIT LIST: EX-24 JGHiggins Ex. 24 s/ Jenna L. Burstyn, Attorney-in-Fact for John Gerard Higgins 2022-03-08 EX-24 2 section16poa-johnhiggins.htm JGHIGGINS EX. 24


POWER OF ATTORNEY
For Executing Forms 3, 4 and 5

The undersigned hereby constitutes and appoints each of Matthew J. Cushing and Jenna L. Burstyn, signing singly, as the undersigned's true and lawful attorney-in-fact to:

(1) execute for and on behalf of the undersigned, in the undersigned?s capacity as an officer and/or director of Pegasystems Inc. (the "Company"), Forms 3, 4 and 5 (including any amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and the rules thereunder; and

(2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete the execution of any such Forms 3, 4 and 5 and the timely filing of such forms with the United States Securities and Exchange Commission (the "SEC") and any other authority; and

(3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in his or her discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary and proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or his or her substitute or substitutes, shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's liabilities or responsibilities to comply with Section 16 of the Exchange Act.

This Power of Attorney replaces in their entirety any and all prior powers of attorney executed by the undersigned with respect to the subject matters set forth herein, including any powers of attorney previously filed with the SEC, which prior powers of attorney are hereby revoked in their entirety.  This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed this 28th day of February, 2022.



Signed:/s/ John Gerard Higgins
JOHN GERARD HIGGINS
SENIOR VICE PRESIDENT, GLOBAL CLIENT SUCCESS