RingCentral, Inc. — Director's Dealing 2016

Aug 30, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: RingCentral Inc (RNG)
CIK: 0001384905
Period of Report: 2016-08-29

Reporting Person: Marlow John H (SVP & General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-08-29	Class A Common Stock	C	14000	$0.00	Acquired	102511	Direct
2016-08-29	Class A Common Stock	S	14000	$22.22	Disposed	88511	Direct
2016-08-30	Class A Common Stock	C	2000	$0.00	Acquired	90511	Direct
2016-08-30	Class A Common Stock	S	2000	$22.24	Disposed	88511	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-08-29	Class B Common Stock	$	C	14000	Disposed		Class A Common Stock (14000)	Direct
2016-08-30	Class B Common Stock	$	C	2000	Disposed		Class A Common Stock (2000)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Class B Common Stock	$		Class A Common Stock (12500)	12500	Indirect
Class B Common Stock	$		Class A Common Stock (12500)	12500	Indirect

Footnotes

F1: Each Share of Class A Common Stock was issued upon conversion of one share of Class B Common Stock.

F2: The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on June 15, 2015.

F3: Reflects weighted average sale price. Actual sale prices ranged from $22.12 to $22.37 on August 29, 2016. The Reporting Person undertakes to provide upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price.

F4: Reflects weighted average sale price. Actual sale prices ranged from $22.12 to $22.46 on August 30, 2016. The Reporting Person undertakes to provide upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price.

F5: Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock and has no expiration date. In addition, each share of Class B Common Stock held by a shareholder will convert automatically into one share of Class A Common Stock upon (i) any transfer of such share (subject to certain exceptions), or (ii) the occurrence of certain other specific instances, including the vote of the holders of the Class B Common Stock, as set forth in the issuer's Amended and Restated Certificate of Incorporation.

F6: Shares held in a trust for the benefit of the Reporting Person's children. The Reporting Person and his spouse are co-trustees of this trust.