PROS Holdings Investor Presentation — December 2019

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NYSE: PRO Disclaimer / Forward -Looking Statements

Included in this presentation are forward -looking statements including, but not limited to, those related to earnings, addressab le market

and other financial projections. These predictions, estimates, and other forward -looking statements involve known and unknown ri sks

and uncertainties that may cause actual results to differ materially from those expressed or implied in this presentation. We refer you to

the documents we file with the Securities and Exchange Commission, which identify and discuss important factors that could ca use

actual results to differ materially from those discussed in these forward -looking statements. All statements included in these m aterials are

based upon information known as of the date hereof, and PROS Holdings assumes no obligation to update any such statements, ex cept

This presentation includes certain supplemental non -GAAP financial measures, that we believe are useful to investors as useful t ools for

assessing the comparability between periods as well as company by company. These non -GAAP financial measures should be

considered in addition to, but not as a substitute for, our financial information and results prepared in accordance with U.S . GAAP

included in our periodic filings made with the SEC. Further information relevant to the interpretation of non -GAAP financial mea sures,

and reconciliations of these non -GAAP financial measures to the most comparable GAAP measures, may be found in the Appendix to

this presentation. Our Vision

To be the dynamic AI platform

in the digital economypage 4

©2020 PROS Holdings, Inc. All rights reserved. PROS Strategic Pillars

Help our people to learn and grow

Drive an incredible customer experience, adoption & value

Accelerate market penetration & customer expansions

Lead AI innovation powering digital commerce

Growth and Scale2020 FOCUSBusiness Overviewpage 6

©2020 PROS Holdings, Inc. All rights reserved. $30B+

Addressable Market PROS at a Glance

2019 Recurring Revenue

as a % of Total Revenue~1.7Tn

Processed in 201993%+48%

2019 Subscription Revenue

YoY Growth2019 Customer Gross

Revenue Retention Rate$250MM+

©2020 PROS Holdings, Inc. All rights reserved. B2B and B2C Expectations Are Converging

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