Independent
Tenure on this board
1.5 yrs
Also a director at
D-wave Quantum Inc (QBTS)
Meeting calendar
PEGA · Annual meeting · Tuesday, June 16, 2026
Pegasystems Inc
8 nominees · 3 ballot items.
Election of eight directors; Advisory (non-binding) vote to approve named executive officer compensation (Say-on-Pay); Ratification of Deloitte & Touche LLP as independent registered public accounting firm for fiscal year ending December 31, 2026.
Market cap
$5.2B
1Y TSR
-42.7%
Board grade
C+
Record date
Apr 17, 2026
Filing
DEF 14A
Meeting concluded · Jun 16, 2026
Follow how the vote landed and what changed on Pegasystems Inc’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.
Proposals
On the ballot3
- 1
Election of Directors
ManagementBoard: FORElect eight nominees (Rohit Ghai, Peter Gyenes, Richard Jones, Christopher Lafond, Dianne Ledingham, Sharon Rowlands, Alan Trefler, and Larry Weber) to the Board of Directors for one-year terms.
- 2
Advisory Vote on Executive Compensation (Say-on-Pay
ManagementBoard: FORA non-binding advisory vote to approve the compensation of the company's named executive officers as disclosed in the proxy statement.
More detail
This non-binding management proposal asks shareholders to approve the company’s 2025 executive compensation as disclosed in the proxy. Management seeks endorsement to confirm alignment of pay with performance; the Compensation Committee uses the vote as feedback when designing future pay programs. The CD&A details pay elements including base salary, CICP bonuses tied to ACV growth and Rule of 40, time-based and performance-based equity awards, severance and change-in-control protections, and other benefits. The company notes strong 2025 financial performance, overachievement of targets, and prior high shareholder support (98% in 2025), framing a rationale for continued support. Approval is advisory and not binding, but the board recommends a FOR vote and will consider results when setting compensation. The vote is presented in the context of robust disclosure about performance metrics (ACV growth, Rule of 40) and pay-for-performance alignment, including detailed pay versus performance tables and potential payments upon termination. Investors evaluating the proposal should weigh the company’s performance-based structures and historical shareholder support against any governance concerns about CEO duality or pay quantum; the board emphasizes compensation committee oversight and alignment with long-term shareholder interests.
- 3
Ratification of Selection of Independent Registered Public Accounting Firm
ManagementBoard: FORRatify the Audit Committee's selection of Deloitte & Touche LLP as the company’s independent registered public accounting firm for fiscal year ending December 31, 2026.
Director elections
Nominees on the ballot8
Independent
Tenure on this board
17.4 yrs
Independent
Tenure on this board
25.7 yrs
Independent
Tenure on this board
7.2 yrs
Independent
Tenure on this board
9.8 yrs
Independent
Tenure on this board
10.3 yrs
Not independent
Tenure on this board
43.5 yrs
Independent
Tenure on this board
13.9 yrs
Ownership
Latest 13F quarterTop institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | VANGUARD PORTFOLIO MANAGEMENT LLC | 3.8% | 6,361,923 | $271M |
| 2 | BlackRock, Inc. | 3.5% | 5,904,374 | $251M |
| 3 | AQR CAPITAL MANAGEMENT LLC | 2.7% | 4,497,814 | $189M |
| 4 | VANGUARD CAPITAL MANAGEMENT LLC | 2.5% | 4,160,456 | $177M |
| 5 | STATE STREET CORP | 1.7% | 2,856,028 | $122M |
| 6 | BlackRock, Inc. | 1.6% | 2,658,710 | $113M |
| 7 | DIMENSIONAL FUND ADVISORS LP | 1.4% | 2,317,837 | $99M |
| 8 | WELLINGTON MANAGEMENT GROUP LLP | 1.4% | 2,317,704 | $99M |
| 9 | GEODE CAPITAL MANAGEMENT, LLC | 1.3% | 2,174,435 | $93M |
| 10 | MASSACHUSETTS FINANCIAL SERVICES CO /MA/ | 1.3% | 2,139,638 | $91M |
Peers
Nearest market capOther Technology sector meetings6
Upcoming shareholder meetings at Pegasystems Inc’s closest sector peers — compare boards, ballots, and ownership across the cohort.
Global Business Travel Group IncGBTG
Special meeting·Aug 3, 2026·$4.9B
Commvault Systems IncCVLT
Annual meeting·Aug 6, 2026·$6.0B
Cirrus Logic IncCRUS
Annual meeting·Jul 31, 2026·$7.0B
Qorvo IncQRVO
Annual meeting·Aug 11, 2026·$7.3B
Kyndryl Holdings IncKD
Annual meeting·Jul 30, 2026·$2.6B
Liveramp Holdings IncRAMP
Special meeting·Aug 17, 2026·$2.3B
Reference
Frequently asked questions
- When is the Pegasystems Inc 2026 annual meeting?
- Pegasystems Inc (PEGA) holds its 2026 annual shareholder meeting on Tuesday, June 16, 2026.
- What is the record date for the Pegasystems Inc 2026 meeting?
- The record date for the Pegasystems Inc 2026 meeting is Friday, April 17, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Pegasystems Inc's 2026 meeting?
- The board is presenting 8 director nominees at the Pegasystems Inc 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Pegasystems Inc 2026 meeting?
- Shareholders will vote on 3 proposals at the Pegasystems Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
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