-----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, EX67UqrMBTr2+22JpuJ13fXUmKJJJ1fUzep3dNeYIisVQdUYavgeT/hps6D9oSH6 qBip7R/cq7oWQVeqJJbBfw== 0001104659-08-033991.txt : 20080516 0001104659-08-033991.hdr.sgml : 20080516 20080516140216 ACCESSION NUMBER: 0001104659-08-033991 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080507 FILED AS OF DATE: 20080516 DATE AS OF CHANGE: 20080516 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PROS Holdings, Inc. CENTRAL INDEX KEY: 0001392972 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 760168604 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3100 MAIN STREET STREET 2: SUITE 900 CITY: HOUSTON STATE: TX ZIP: 77002 BUSINESS PHONE: 713-335-5151 MAIL ADDRESS: STREET 1: 3100 MAIN STREET STREET 2: SUITE 900 CITY: HOUSTON STATE: TX ZIP: 77002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Reiner Andres CENTRAL INDEX KEY: 0001434817 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33554 FILM NUMBER: 08841555 BUSINESS ADDRESS: BUSINESS PHONE: 713-335-5151 MAIL ADDRESS: STREET 1: 3100 MAIN STREET STREET 2: SUITE 900 CITY: HOUSTON STATE: TX ZIP: 77002 3 1 a3.xml 3 X0202 3 2008-05-07 0 0001392972 PROS Holdings, Inc. PRO 0001434817 Reiner Andres 3100 MAIN STREET SUITE 900 HOUSTON TX 77002 0 1 0 0 Senior VP Pricing Solutions Common Stock 80468 D Employee Stock Option 0.43 2015-02-10 Common Stock 6250 D Employee Stock Option 0.65 2015-12-30 Common Stock 10782 D Employee Stock Option 6.00 2017-03-26 Common Stock 50000 D Employee Stock Option 16.73 2017-11-15 Common Stock 100000 D Stock option grant under PROS Holdings, Inc. 1999 Equity Incentive Plan. Stock option grant under PROS Holdings, Inc. 2007 Equity Incentive Plan. The options are exercisable in four equal annual installments. The installment became exercisable on February 10, 2006 with the final installment becoming exercisable on February 10, 2009. 25% of the options vest on December 30, 2006 with the remaining shares vesting monthly, in equal installments, over a three year period. 25% of the options vest on March 26, 2008, with the remaining shares vesting monthly, in equal installments, over a three year period. The options vest monthly beginning June 1, 2009 in equal installments of approximately 3,333. Exhibit List Exhibit 24 - Power of Attorney By: J. Scott McClendon, Attorney-in-Fact for Andres Reiner 2008-05-16 EX-24 2 ex-24.htm EX-24

Exhibit 24

 

LIMITED POWER OF ATTORNEY

FOR SECTION 16(a) REPORTING

 

KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned hereby makes, constitutes and appoints Scott Cook, Charles H. Murphy and J. Scott McClendon, and each of them, as the undersigned’s true and lawful attorney-in-fact (the “Attorney-in Fact”), with full power of substitution and resubstitution, each with the power to act alone for the undersigned and in the undersigned’s name, place and stead, in any and all capacities to:

 

1.             prepare, execute and file with the Securities and Exchange Commission, any national securities exchange or securities quotation system and PROS Holdings, Inc. (the “Company”) any and all reports (including any amendment thereto) of the undersigned required or considered advisable under Section 16(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and the rules and regulations thereunder, with respect to the equity securities of the Company, including Forms 3, 4 and 5; and

 

2.             obtain, as the undersigned’s representative and on the undersigned’s behalf, information regarding transactions in the Company’s equity securities from any third party, including the Company and any brokers, dealers, employee benefit plan administrators and trustees, and the undersigned hereby authorizes any such third party to release any such information to the Attorney-in-Fact.

 

The undersigned acknowledges that:

 

1.             this Limited Power of Attorney authorizes, but does not require, the Attorney-in-Fact to act at his or her discretion on information provided to such Attorney-in-Fact without independent verification of such information;

 

2.             any documents prepared or executed by the Attorney-in-Fact on behalf of the undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such information as the Attorney-in-Fact, in his or her discretion, deems necessary or desirable;

 

3.             neither the Company nor the Attorney-in-Fact assumes any liability for the undersigned’s responsibility to comply with the requirements of Section 16 of the Exchange Act, any liability of the undersigned for any failure to comply with such requirements, or any liability of the undersigned for disgorgement of profits under Section 16(b) of the Exchange Act; and

 

4.             this Limited Power of Attorney does not relieve the undersigned from responsibility for compliance with the undersigned’s obligations under Section 16 of the Exchange Act, including, without, limitation, the reporting requirements under Section 16(a) of the Exchange Act.

 

The undersigned hereby grants to the Attorney-in-Fact full power and authority to do and perform each and every act and thing requisite, necessary or convenient to be done in connection with the foregoing, as fully, to all intents and purposes, as the undersigned might or could do in person, hereby ratifying and confirming all that the Attorney-in-Fact, or his or her

 

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substitute or substitutes, shall lawfully do or cause to be done by authority of this Limited Power of Attorney.

 

This Limited Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 4 or 5 with respect to the undersigned’s transactions in equity securities of the Company, unless earlier revoked by the undersigned in a signed writing delivered to the Attorney-in-Fact.

 

This Limited Power of Attorney shall be governed and construed in accordance the laws of the State of Delaware without regard to conflict-of-law principles.

 

IN WITNESS WHEREOF, the undersigned has executed this Limited Power of Attorney as of May 6, 2008.

 

 

 

Signature:

  /s/ Andres Reiner

 

 

 

 

Print Name:

  Andres Reiner

 

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