RingCentral, Inc. — Director's Dealing 2013

Sep 26, 2013

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: RingCentral Inc (RNG)
CIK: 0001384905
Period of Report: 2013-09-26

Reporting Person: Khosla Ventures II, L.P. (10% Owner)
Reporting Person: Khosla Ventures Associates II, LLC (10% Owner)
Reporting Person: VK Services, LLC (10% Owner)
Reporting Person: KHOSLA VINOD (10% Owner)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	404792	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Series A Preferred Stock	$0		Common Stock (7602954)		Indirect
Series A Preferred Stock	$0		Common Stock (103525)		Indirect
Series A Preferred Stock	$0		Common Stock (373387)		Indirect
Series B Preferred Stock	$0		Common Stock (448435)		Indirect
Series B Preferred Stock	$0		Common Stock (6128)		Indirect
Series B Preferred Stock	$0		Common Stock (22101)		Indirect

Footnotes

F1: Each share of Common Stock will be reclassified as and converted into one share of Class B Common Stock pursuant to the Amended and Restated Certificate of Incorporation of the Issuer to be filed prior to the completion of the Issuer's initial public offering of Class A Common Stock.

F2: Consists of securities held of record by Khosla Ventures II, L.P. ("KV II"). Each of (i) Khosla Ventures Associates II, LLC ("KVA II"), which is the general partner of KV II, (ii) VK Services, LLC ("VK Services"), which is the manager of KVA II, and (iii) Vinod Khosla, who is the managing member of VK Services, may be deemed to possess voting and investment control over such shares, and each of KVA II, VK Services and Vinod Khosla may be deemed to have indirect beneficial ownership of such shares. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.

F3: Consists of securities held of record by VK Services. Vinod Khosla may be deemed to possess voting and investment control over such shares, and Vinod Khosla may be deemed to have indirect beneficial ownership of such shares. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.

F4: Consists of securities that were originally purchased by KV II and then distributed by KV II to KVA II, which in turn distributed such securities to members and affiliates of members of KVA II (the "Distributed Securities"). KVA II continues to possess voting and investment control over the Distributed Securities. Each of KVA II, VK Services and Vinod Khosla may be deemed to possess voting and investment control over such shares, and each of KVA II, VK Services and Vinod Khosla may be deemed to have indirect beneficial ownership of such shares. Each Reporting Person disclaims beneficial ownership of such shares except to the extent of his or its pecuniary interest therein.

F5: Each share of Series A Preferred Stock is convertible into one share of Common Stock at any time and has no expiration date. Each share of Series A Preferred Stock automatically converts into one share of Common Stock upon the effectiveness of the Issuer's registration statement registering Class A Common Stock.

F6: Each share of Series B Preferred Stock is convertible into one share of Common Stock at any time and has no expiration date. Each share of Series B Preferred Stock automatically converts into one share of Common Stock upon the effectiveness of the Issuer's registration statement registering Class A Common Stock.