---
schema_version: "secwatch.filing_event.v1"
accession: "0001392972-23-000109"
form_type: "8-K"
ticker: null
cik: "0001392972"
company_name: "PROS Holdings, Inc."
filed_at: "2023-10-10T23:59:59+00:00"
generated_at: "2026-06-10T02:07:00.982353+00:00"
event_type: "debt"
sentiment: "neutral"
materiality_score: 0.55
calibrated_materiality_score: 0.55
confidence: "high"
source: SEC EDGAR
---

# PROS Holdings exchanges $122M of 2024 notes for $116.8M of 2027 notes at 2.25%

## Summary
- Exchanged $122M of 1.00% convertible notes due 2024 for $116.8M of 2.250% notes due 2027.
- After settlement, $21.7M of 2024 notes and $266.8M of 2027 notes remain outstanding.
- New notes mature Sep 15, 2027; initial conversion price ~$41.82 per share.
- Issued in private placement under Section 4(a)(2); interest payable semi-annually.

## SEC filing metadata
- accession: 0001392972-23-000109
- form_type: 8-K
- cik: 0001392972
- company_name: PROS Holdings, Inc.
- filed_at: 2023-10-10T23:59:59+00:00
- event_type: debt
- sentiment: neutral
- materiality_score: 0.55
- calibrated_materiality_score: 0.55
- confidence: high
- sec_items: 1.01, 2.03, 3.02, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1392972/000139297223000109/0001392972-23-000109-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1392972/000139297223000109/pro-20231010.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001392972-23-000109
- JSON: https://secwatch.observer/filing/0001392972-23-000109.json
- Plain text: https://secwatch.observer/filing/0001392972-23-000109.txt

## Key facts
- Debt Financings
  PROS Holdings, Inc. incurred senior notes of $116.8 million aggregate principal amount at 2.250% maturing September 15, 2027.
  - Instrument: senior notes
  - Principal: $116.8 million aggregate principal amount
  - Rate: 2.250%
  - Maturity: September 15, 2027
  - Event: incurrence
  source text: On October 10, 2023, PROS Holdings, Inc. (“ PROS ”) settled the previously announced exchange agreements for the exchange of $122.0 million aggregate principal amount of its outstanding 1.00% Convertible Senior Notes due 2024 (the “ 2024 Notes ”) for newly issued $116.8 million aggregate principal amount of its outstanding 2.250% Convertible Senior Notes due 2027 (the “ 2027 Notes ”) (the “ Exchanges ”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/1392972/000139297223000109/0001392972-23-000109-index.htm
- Material Agreements
  PROS Holdings, Inc. entered into a notes offering valued at $122.0 million aggregate principal amount of its outstanding 1.00% Convertible Senior Notes due 2024 (effective 2023-10-10).
  - Action: entry
  - Agreement: notes offering
  - Value: $122.0 million aggregate principal amount of its outstanding 1.00% Convertible Senior Notes due 2024
  - Effective: 2023-10-10
  source text: On October 10, 2023, PROS Holdings, Inc. (“ PROS ”) settled the previously announced exchange agreements for the exchange of $122.0 million aggregate principal amount of its outstanding 1.00% Convertible Senior Notes due 2024 (the “ 2024 Notes ”) for newly issued $116.8 million aggregate principal amount of its outstanding 2.250% Convertible Senior Notes due 2027 (the “ 2027 Notes ”)
  evidence_url: https://www.sec.gov/Archives/edgar/data/1392972/000139297223000109/0001392972-23-000109-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.