Form 4 for RBBN Ribbon Communications Inc.
Accepted 2024-03-18 00:00:00 ET · period of report 2024-03-15 · accession 0001062993-24-006570 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2024-03-18 | 2024-03-15 | RBBN | LOPEZ MIGUEL A | EVP, CFO | P - Purchase | $2.90 | +2,000 | 280.9K | +0.7% | +$5,800 |
| DM | 2024-03-18 | 2024-03-15 | RBBN | LOPEZ MIGUEL A | EVP, CFO | M - OptEx | — | +12.4K | 293.3K | +4% | — |
| D | 2024-03-18 | 2024-03-15 | RBBN | LOPEZ MIGUEL A | EVP, CFO | F - Tax | $2.83 | -4,155 | 289.1K | -1% | -$11.8K |
| DM | 2024-03-18 | 2024-03-15 | RBBN | LOPEZ MIGUEL A | EVP, CFO | M - OptEx | $0.00 | -12.4K | 0 | -100% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2024-03-15 | P | A | 2,000 | $2.90 | 280,875 | D | — | — | (F1) The price reported in Column 4 is a weighted average price. These shares were purchased in multiple transactions at prices ranging from $2.8991 to $2.8992, inclusive. The reporting person undertakes to provide to Ribbon Communications, any security holder of Ribbon Communications, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price with the ranges set forth in this footnote. |
| 2 | Common | Common Stock | 2024-03-15 | M | A | 8,960 | — | 289,835 | D | — | — | (F2) Each Restricted Stock Unit (RSU) and Performance Share Unit (PSU) converts into common stock on a one-for-one basis. |
| 3 | Common | Common Stock | 2024-03-15 | M | A | 3,441 | — | 293,276 | D | — | — | (F3) 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, 2023. Based on the Compensation Committee's determination of achievement of these pre-established financial goals, 32% of the shares subject to the 2023 financial period were earned and vested on March 15, 2024, and no shares were earned for the 2021 and 2022 performance periods and were forfeited. |
| 4 | Common | Common Stock | 2024-03-15 | F | D | 4,155 | $2.83 | 289,121 | D | — | — | (F4) Reflects shares of Common Stock withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of the RSUs and PSUs. |
| 5 | Derivative | Performance Share Units (PSUs) | 2024-03-15 | M | D | 3,441 | $0.00 | 0 | D | — · — to — | 3,441 Common Stock | (F2) Each Restricted Stock Unit (RSU) and Performance Share Unit (PSU) converts into common stock on a one-for-one basis. (F3) 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, 2023. Based on the Compensation Committee's determination of achievement of these pre-established financial goals, 32% of the shares subject to the 2023 financial period were earned and vested on March 15, 2024, and no shares were earned for the 2021 and 2022 performance periods and were forfeited. |
| 6 | Derivative | Restricted Stock Units (RSUs) | 2024-03-15 | M | D | 8,960 | $0.00 | 0 | D | — · — to — | 8,960 Common Stock | (F2) Each Restricted Stock Unit (RSU) and Performance Share Unit (PSU) converts into common stock on a one-for-one basis. (F5) The RSUs were granted on March 15, 2021 and vested as to one-third on March 15, 2022; the remaining two-thirds of the RSUs vested in four equal semi-annual installments thereafter through March 15, 2024. |