RAMBUS INC — Director's Dealing 2020

May 7, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RAMBUS INC (RMBS)
CIK: 0000917273
Period of Report: 2020-05-05

Reporting Person: Seraphin Luc (Director, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-05-05	Common Stock	M	1149	$12.31	Acquired	209160	Direct
2020-05-05	Common Stock	M	3184	$12.84	Acquired	212344	Direct
2020-05-05	Common Stock	S	4333	$14.0212	Disposed	208011	Direct
2020-05-06	Common Stock	M	2744	$12.80	Acquired	210755	Direct
2020-05-06	Common Stock	S	2744	$15.39	Disposed	208011	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-05-05	Employee stock options (right to buy)	$12.31	M	1149	Disposed	2026-02-01	Common Stock (1149)	Direct
2020-05-05	Employee stock options (right to buy)	$12.84	M	3184	Disposed	2028-02-01	Common Stock (3184)	Direct
2020-05-06	Employee stock options (right to buy)	$12.80	M	2744	Disposed	2027-02-01	Common Stock (2744)	Direct

Footnotes

F1: The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted on February 21, 2020.

F2: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $14.00 to $14.08, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.

F3: Includes an exempt transaction of 1,794 shares acquired through the Rambus Inc. 2015 Employee Stock Purchase Plan on May 1, 2020.

F4: The option award vests as to 10% of the granted shares on August 1, 2016, and the remaining shares vest monthly thereafter until fully vested on February 1, 2020.

F5: The option award vests as to 10% of the granted shares on August 1, 2018, and the remaining shares vest monthly thereafter until fully vested on February 1, 2022.

F6: The option award vests as to 10% of the granted shares on August 1, 2017, and the remaining shares vest monthly thereafter until fully vested on February 1, 2021.