Eric S. Marmurek - Mar 15, 2025 Form 4 Insider Report for Ribbon Communications Inc. (RBBN)

Role
SVP, CAO & Deputy CFO
Signature
Patrick Macken, By POA from Rick Marmurek, SVP, CAO & Deputy CFO
Stock symbol
RBBN
Transactions as of
Mar 15, 2025
Transactions value $
-$79,999
Form type
4
Date filed
3/18/2025, 06:19 PM
Previous filing
Oct 21, 2024
Next filing
Apr 22, 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction RBBN Common Stock Options Exercise +16.4K +5.26% 328K Mar 15, 2025 Direct F1, F2
transaction RBBN Common Stock Tax liability -$28.9K -7.32K -2.23% $3.95 321K Mar 15, 2025 Direct F3
transaction RBBN Common Stock Options Exercise +32.2K +10.02% 353K Mar 15, 2025 Direct F1, F4
transaction RBBN Common Stock Tax liability -$51.1K -12.9K -3.66% $3.95 340K Mar 15, 2024 Direct F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction RBBN Performance-Based Restricted Stock Units (PSUs) Options Exercise $0 -16.4K -100% $0.00 0 Mar 15, 2025 Common Stock 16.4K Direct F1, F2
transaction RBBN PSUs Options Exercise $0 -32.2K -100% $0.00 0 Mar 15, 2025 Common Stock 32.2K Direct F1, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each Performance Share Unit (PSU) converts into common stock on a one-for-one basis.
F2 The number of PSUs earned and issued upon vesting was determined based on goals (set by the Compensation Committee of the Issuer's Board of Directors (the "Compensation Committee") on an annual basis) for each of the three fiscal years ended December 31, 2024. Based on the Compensation Committee's determination of achievement of these pre-established financial goals, 32% and 70% of the shares subject to the 2023 and 2024 financial periods, respectively, were earned and vested on March 15, 2025, and no shares were earned for the 2022 performance period and were forfeited.
F3 Reflects shares of Common Stock withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of the PSUs.
F4 The number of PSUs earned and issued upon vesting was determined based on the Issuer's total shareholder return (TSR) compared to pre-established relative TSR goals, based on the TSR of a peer index of companies (set by the Compensation Committee at the time of grant) over the three fiscal years ended December 31, 2024. Based on the Compensation Committee's determination of achievement of the pre-established TSR goal, 100% of the shares subject to the PSU award were earned and vested on March 15, 2025.