RAMBUS INC — Director's Dealing 2020

Feb 5, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RAMBUS INC (RMBS)
CIK: 0000917273
Period of Report: 2020-02-03

Reporting Person: Kim Jae (SVP, GC & Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-02-03	Common Stock	F	17173	$16.10	Disposed	103408	Direct
2020-02-03	Common Stock	A	34615	$0.00	Acquired	138023	Direct
2020-02-04	Common Stock	S	31379	$16.4067	Disposed	106644	Direct

Footnotes

F1: The shares were withheld to cover the Reporting Person's tax liability in connection with the vesting of restricted stock units, or RSUs.

F2: The shares are represented by RSUs which vest in four equal annual installments beginning on February 3, 2021 or the first business trading day thereafter. Each RSU represents a contingent right to receive one share of RMBS common stock.

F3: The sale reported on this Form 4 is pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 4, 2019

F4: The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.24 to $16.53, 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.