0001392972-21-000013.txt : 20210113 0001392972-21-000013.hdr.sgml : 20210113 20210113173347 ACCESSION NUMBER: 0001392972-21-000013 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210111 FILED AS OF DATE: 20210113 DATE AS OF CHANGE: 20210113 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Reiner Roberto D CENTRAL INDEX KEY: 0001792475 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33554 FILM NUMBER: 21526941 MAIL ADDRESS: STREET 1: 3100 MAIN ST., SUITE 900 CITY: HOUSTON STATE: TX ZIP: 77002 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: 3200 KIRBY DR. STREET 2: SUITE 600 CITY: HOUSTON STATE: TX ZIP: 77098 BUSINESS PHONE: 713-335-5151 MAIL ADDRESS: STREET 1: 3200 KIRBY DR. STREET 2: SUITE 600 CITY: HOUSTON STATE: TX ZIP: 77098 4 1 wf-form4_161057721039377.xml FORM 4 X0306 4 2021-01-11 0 0001392972 PROS Holdings, Inc. PRO 0001792475 Reiner Roberto D 3200 KIRBY DR., SUITE 600 HOUSTON TX 77098 0 1 0 0 EVP, Chief Technology Officer Common Stock 2021-01-12 4 S 0 6076 48.30 D 96549 D Restricted Stock Units 2021-01-11 4 A 0 23597 0 A Common Stock 23597.0 94248 D Market Stock Units 2021-01-11 4 A 0 31462 0 A Common Stock 31462.0 53062 D The sale of shares reported on this Form 4 were made solely to cover tax withholding obligations of the Reporting Person and were sold pursuant to a Rule 10b5-1 trading plan dated November 3, 2020. These shares were sold in multiple transactions all at this price. Each restricted stock unit represents the contingent right to receive one share of PROS Holdings, Inc. ("PROS") common stock. This restricted stock unit ("RSU") grant was awarded on January 11, 2021 in the amount of 23,597 RSUs and vests annually, in equal installments, over a four-year period on January 11 each year. Includes: (i) 13,503 unvested RSUs awarded on January 8, 2018 - the award vests in four equal annual installments which began on January 10, 2019, with a final lapse date of January 10, 2022; (ii) 40,848 unvested RSUs awarded on January 15, 2019 - the award vests in four equal annual installments which began on January 15, 2020, with a final lapse date of January 15, 2023; (iii) 16,300 unvested RSUs awarded on January 13, 2020 - the award will vest in four equal annual installments beginning January 13, 2021, with a final lapse date of January 13, 2024; and (iv) 23,597 unvested RSUs awarded on January 11, 2021 - the award will vest in four equal annual installments beginning January 11, 2022, with a final lapse date of January 11, 2025. One share of PROS common stock will be issued for each Market Stock Unit ("MSU") that vests. The number shown is the maximum possible MSUs which may be earned at 200% of target award. These MSUs were granted on January 11, 2021, have a settlement date of January 31, 2024 and are subject to a performance measure based on the relative total shareholder return of PROS common stock vs. the return of the Russell 2000 Index during the performance period January 1, 2021 through December 31, 2023. All grants in this footnote represent the maximum possible number of shares which may be earned at 200% of target award, and includes: (i) 21,600 performance RSUs - the performance period for these shares will end on December 31, 2021 and will settle on January 13, 2023, and is associated with a February 7, 2020 grant; and (ii) 31,462 PMSUs - the performance period for these shares will end on December 31, 2023 and will settle on January 31, 2024, and is associated with a January 11, 2021 grant. Damian W. Olthoff, attorney-in-fact for Roberto D. Reiner 2021-01-13