SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
RASIEL AMRAM

(Last) (First) (Middle)
14 OAK PARK

(Street)
BEDFORD MA 01730

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PROGRESS SOFTWARE CORP /MA [ PRGS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
03/29/2005
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/29/2005 M 10,000 A $12.0625 480,000 D
Common Stock 03/29/2005 M 5,000 A $12.8125 485,000 D
Common Stock 03/29/2005 M 5,000 A $13.084 490,000 D
Common Stock 03/29/2005 M 16,000 A $13.24 506,000 D
Common Stock 03/29/2005 M 8,000 A $15.07 514,000 D
Common Stock 03/29/2005 M 8,000 A $21.86 522,000 D
Common Stock 03/29/2005 M 9,500 A $18.15 531,500 D
Common Stock 03/29/2005 M 9,500 A $19.25 541,000 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Nonqualified Stock Options $12.0625 03/29/2005 M 10,000 10/06/2000(1) 10/06/2010 Common Stock 10,000 $12.0625 10,000 D
Nonqualified Stock Options $12.8125 03/29/2005 M 5,000 04/03/2001(2) 04/02/2011 Common Stock 5,000 $12.8125 5,000 D
Nonqualified Stock Options $13.084 03/29/2005 M 5,000 10/10/2001(3) 10/09/2011 Common Stock 5,000 $13.084 5,000 D
Nonqualified Stock Options $13.24 03/29/2005 M 16,000 08/02/2002(4) 08/01/2012 Common Stock 16,000 $13.24 16,000 D
Nonqualified Stock Options $15.07 03/29/2005 M 8,000 02/24/2003(5) 02/23/2013 Common Stock 8,000 $15.07 8,000 D
Nonqualified Stock Options $21.86 03/29/2005 M 8,000 11/11/2003(6) 11/10/2013 Common Stock 8,000 $21.86 8,000 D
Nonqualified Stock Options $18.15 03/29/2005 M 9,500 05/24/2004(7) 05/23/2014 Common Stock 9,500 $18.15 9,500 D
Nonqualified Stock Options $19.25 03/29/2005 M 9,500 09/27/2004(8) 09/26/2014 Common Stock 9,500 $19.25 9,500 D
Explanation of Responses:
1. The option was fully vested and exercisable as of the date of grant, October 6, 2000.
2. The option was fully vested and exercisable as of the date of grant, April 3, 2001.
3. The option was fully vested and exercisable as of the date of grant, October 10, 2001.
4. The option was fully vested and exercisable as of the date of grant, August 2, 2002.
5. The option was fully vested and exercisable as of the date of grant, February 24, 2003.
6. The option was fully vested and exercisable as of the date of grant, November 11, 2003.
7. The option was fully vested and exercisable as of the date of grant, May 24, 2004.
8. The option was fully vested and exercisable as of the date of grant, September 27, 2004.
Remarks:
Amram Rasiel 03/31/2005
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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