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Ribbon Communications Inc. — Director's Dealing 2022
Mar 17, 2022
32573_dirs_2022-03-17_93032757-741f-4be9-86c1-c6af1c07ddf4.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Ribbon Communications Inc. (RBBN)
CIK: 0001708055
Period of Report: 2022-03-15
Reporting Person: Marmurek Eric S (SVP, Finance & CAO)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2022-03-15 | Common Stock | M | 8234 | — | Acquired | 85991 | Direct |
| 2022-03-15 | Common Stock | A | 11301 | — | Acquired | 97292 | Direct |
| 2022-03-15 | Common Stock | M | 11047 | — | Acquired | 108339 | Direct |
| 2022-03-15 | Common Stock | F | 8386 | $2.81 | Disposed | 99953 | Direct |
| 2022-03-16 | Common Stock | M | 15432 | — | Acquired | 115385 | Direct |
| 2022-03-16 | Common Stock | F | 3663 | $2.99 | Disposed | 111772 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2022-03-15 | Restricted Stock Units (RSU) | $ | M | 8234 | Disposed | Common Stock (8234) | Direct | |
| 2022-03-15 | Performance-based Restricted Stock Unit (PSUs) | $ | M | 11047 | Disposed | Common Stock (11047) | Direct | |
| 2022-03-16 | Restricted Stock Unit (RSU) | $ | M | 15432 | Disposed | Common Stock (15432) | Direct |
Footnotes
F1: RSUs convert to Common Stock on a one-for-one basis.
F2: Reflects shares of Common stock withheld by the Issuer to satisfy tax withholding obligations in connection with the vesting of RSUs and/or PSUs.
F3: The RSU vested as to one third on March 15, 2022 and the remaining two-thirds will vest in four equal semi-annual installments thereafter through March 15, 2024
F4: The RSUs originally vested as to one third on March 16, 2021, and the remaining two-thirds will vest in four equal semi-annual installments thereafter through March 16, 2023.
F5: PSUs that convert to Common Stock on a one-for-one basis based on the achievement of financial metrics in each of the 2019, 2020 and 2021 fiscal years establised by the Issuer's Compensation Committee of it's Board of Directors (Compensation Committee) at the time of grant. The PSUs then vested on March 15, 2022. Any unearned shares were forefeited.
F6: PSUs that convert to Common Stock on a one-for-one basis based on the achievement of the Issuer's total sharholder return (TSR) for the 3-year period ended December 31, 2021 compared to TSR goals established by the Compensation Committee at the time of grant based on the TSR of a group of peer companies identified by the Compensation Committee. The PSUs then vested on March 15, 2022. Any unearned shares were forefeited.