0001140361-17-004923.txt : 20170207 0001140361-17-004923.hdr.sgml : 20170207 20170207170231 ACCESSION NUMBER: 0001140361-17-004923 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20170203 FILED AS OF DATE: 20170207 DATE AS OF CHANGE: 20170207 ISSUER: 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: DE FISCAL YEAR END: 1130 BUSINESS ADDRESS: STREET 1: 14 OAK PARK CITY: BEDFORD STATE: MA ZIP: 01730 BUSINESS PHONE: 781-280-4473 MAIL ADDRESS: STREET 1: 14 OAK PARK DRIVE CITY: BEDFORD STATE: MA ZIP: 01730 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Uddo Peter CENTRAL INDEX KEY: 0001662083 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-19417 FILM NUMBER: 17579894 MAIL ADDRESS: STREET 1: C/O PRAESIDIUM INVESTMENT MANAGEMENT CO. STREET 2: 1411 BROADWAY, 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10018 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Oram Kevin CENTRAL INDEX KEY: 0001662082 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-19417 FILM NUMBER: 17579895 MAIL ADDRESS: STREET 1: C/O PRAESIDIUM INVESTMENT MANAGEMENT CO. STREET 2: 1411 BROADWAY, 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10018 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Praesidium Investment Management Company, LLC CENTRAL INDEX KEY: 0001320769 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-19417 FILM NUMBER: 17579896 BUSINESS ADDRESS: STREET 1: 1411 BROADWAY STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10018 BUSINESS PHONE: (212) 821-1495 MAIL ADDRESS: STREET 1: 1411 BROADWAY STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10018 4 1 doc1.xml FORM 4 X0306 4 2017-02-03 1 0000876167 PROGRESS SOFTWARE CORP /MA PRGS 0001320769 Praesidium Investment Management Company, LLC 1411 BROADWAY - 29TH FLOOR NEW YORK NY 10018 0 0 1 0 0001662082 Oram Kevin 1411 BROADWAY - 29TH FLOOR NEW YORK NY 10018 0 0 1 0 0001662083 Uddo Peter 1411 BROADWAY - 29TH FLOOR NEW YORK NY 10018 0 0 1 0 Common Stock 2017-02-03 4 S 0 100000 27.9360 D 4857017 I See Footnotes On February 3, 2017, Praesidium Investment Management Company, LLC ("Praesidium") in open market transactions sold shares of common stock of Progress Software Corporation (the "Issuer") on behalf of certain third party accounts it manages (the "Managed Accounts") and certain investment fund vehicles (the "Investment Fund Vehicles") for which Praesidium serves as investment manager. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $27.90 to $28.04, inclusive. The reporting persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote. Praesidium may be deemed to beneficially own 4,577,066 shares of common stock of the Issuer held in the Managed Accounts (the "Managed Account Shares") and 279,951 shares of common stock of the Issuer held in the accounts of the Investment Fund Vehicles (the "Investment Fund Vehicle Shares") because Praesidium may be deemed to exercise investment power over such shares. Kevin Oram and Peter Uddo may be deemed to beneficially own the Managed Account Shares and the Investment Fund Vehicle Shares because they may be deemed to control Praesidium as the managing members of Praesidium. Praesidium, Mr. Oram and Mr. Uddo may be deemed to have a pecuniary interest in the Managed Account Shares due to Praesidium's right to receive performance fees subject to certain hurdles and/or benchmarks. Further, Praesidium, Mr. Oram and Mr. Uddo may be deemed to have a pecuniary interest in the Investment Fund Vehicle Shares due to their indirect right to receive a performance fee and/or performance allocation, as applicable, subject to certain hurdles and/or benchmarks. Each of Praesidium, Mr. Oram and Mr. Uddo disclaims beneficial ownership of the reported securities of the Issuer except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that any of Praesidium, Mr. Oram or Mr. Uddo is the beneficial owner of such securities for Section 16 or any other purpose. Praesidium Investment Management Company, LLC by /s/ Kevin Oram, Managing Member 2017-02-07 /s/ Kevin Oram 2017-02-07 /s/ Peter Uddo 2017-02-07 EX-99.1 2 praesidium.htm Unassociated Document

 
Form 4 Joint Filer Information

 
Name:
 
 
 
 
Kevin Oram
 
Address:
 
 
 
c/o Praesidium Investment Management Company, LLC
1411 Broadway – 29th Floor
New York, NY 10018
 
 
 
Date of Event Requiring Statement:
 
 
 
 
2/3/17

 
Name:
 
 
 
 
Peter Uddo
 
Address:
 
 
 
c/o Praesidium Investment Management Company, LLC
1411 Broadway – 29th Floor
New York, NY 10018
 
 
 
Date of Event Requiring Statement:
 
 
 
 
2/3/17