Ribbon Communications Inc. — Director's Dealing 2019

Apr 2, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Ribbon Communications Inc. (RBBN)
CIK: 0001708055
Period of Report: 2019-04-01

Reporting Person: Riley Kevin W. (CTO & EVP Growth R&D)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-04-01	Common Stock	M	3198	—	Acquired	180920	Direct
2019-04-01	Common Stock	F	1419	$5.15	Disposed	179501	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-04-01	Performance-Based Restricted Stock Units (PSUs)	$0	M	3198	Acquired		Common Stock (3198)	Direct

Footnotes

F1: Represents the vesting (at 61.40% of target) of Performance-Based Restricted Stock Units (PSUs) granted on March 31, 2017 for the 2018 performance period. Performance for this award during the award's 2018 performance period was measured based on the Issuer's total shareholder return (TSR) compared to pre-established relative TSR goals, based on the TSR of the NASDAQ Telecommunications Index, that were set by the Compensation Committee of the Issuer's Board of Directors.

F2: PAYMENT OF TAX LIABILITY BY DELIVERING SECURITIES TO THE COMPANY INCIDENT TO THE VESTING OF A SECURITY.

F3: The PSUs have fully vested and accordingly have no expiration date

F4: Amount reflects the forfeiture of 2,010 PSUs of the aggregate amount granted on March 31, 2017 that failed to vest following the 2018 performance period based on the Issuer's performance for such 2018 performance period, as determined by the Compensation Committee of the Issuer's Board of Directors at the end of the applicable period. The original aggregate number of PSUs granted to the Reporting Person on March 31, 2017 was reported in Table II of Form 4 filed by the Reporting Person on April 4, 2017.