Home/Filings/4/0001062993-25-009787
4//SEC Filing

McClelland Bruce William 4

Accession 0001062993-25-009787

CIK 0001708055other

Filed

May 18, 8:00 PM ET

Accepted

May 19, 4:20 PM ET

Size

22.8 KB

Accession

0001062993-25-009787

Insider Transaction Report

Form 4
Period: 2025-05-15
McClelland Bruce William
DirectorPresident & CEO
Transactions
  • Award

    PSUs

    2025-05-15+88,23588,235 total
    Common Stock (88,235 underlying)
  • Exercise/Conversion

    Common Stock

    2025-05-16+237,3411,551,680 total
  • Award

    RSUs

    2025-05-15+474,684474,684 total
    Common Stock (474,684 underlying)
  • Award

    PSUs

    2025-05-15+272,943272,943 total
    Common Stock (272,943 underlying)
  • Exercise/Conversion

    RSUs

    2025-05-16237,3410 total
    Common Stock (237,341 underlying)
  • Tax Payment

    Common Stock

    2025-05-16$3.62/sh93,393$338,0831,458,287 total
  • Award

    Performance-Based RSUs (PSUs)

    2025-05-15+132,353132,353 total
    Common Stock (132,353 underlying)
  • Award

    Restricted Stock Units (RSUs)

    2025-05-15+375,000375,000 total
    Common Stock (375,000 underlying)
  • Award

    RSUs

    2025-05-15+3,125,0003,125,000 total
    Common Stock (3,125,000 underlying)
Footnotes (8)
  • [F1]These 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.
  • [F3]The RSUs vest as to one-third on May 15, 2026; the remaining two-thirds of the RSUs will vest in four equal semi-annual installments thereafter through May 15, 2028.
  • [F4]The RSUs vest as to one-half on May 15, 2026; the remaining one-half of the RSUs will vest in two equal semi-annual installments thereafter through May 15, 2027.
  • [F5]Each PSU represents a contingent right to receive one share of the Issuer's Common Stock. The number of PSUs earned and issuable upon vesting will be determined based on goals (set by the Compensation Committee on an annual basis) for each of the three fiscal years prior to the vesting date. The aggregate number of shares issued may range from zero shares to 150% of the target number of shares reported in columns 5, 7 and 9 of Table II. The number of PSUs reported in columns 5, 7 and 9 of Table II reflects achievement at the target level of performance. This PSU will vest on May 15, 2028.
  • [F6]Each PSU represents a contingent right to receive one share of the Issuer's Common Stock, based on the Issuer's total shareholder return (TSR) compared to pre-established relative TSR goals, based on the TSR of a peer index of companies (set by the Compensation Committee at the time of grant) over the three fiscal years ending prior to the vesting date. The aggregate number of shares issued may range from zero shares to 200% of the target number of shares reported in columns 5, 7 and 9 of Table II. The number of PSUs reported in columns 5, 7 and 9 of Table II reflects achievement at the target level of performance. This PSU will vest on May 15, 2028.
  • [F7]Each PSU represents a contingent right to receive one share of the Issuer's Common Stock. The number of PSUs earned and issuable upon vesting will be determined based on goals (set by the Compensation Committee on an annual basis) for the fiscal year ending December 31, 2026. The aggregate number of shares issued may range from zero shares to 150% of the target number of shares reported in columns 5, 7 and 9 of Table II. The number of PSUs reported in columns 5, 7 and 9 of Table II reflects achievement at the target level of performance. This PSU will vest on May 15, 2027.
  • [F8]The RSUs were granted on May 15, 2024 and vested in full on May 16, 2025.

Issuer

Ribbon Communications Inc.

CIK 0001708055

Entity typeother

Related Parties

1
  • filerCIK 0001424201

Filing Metadata

Form type
4
Filed
May 18, 8:00 PM ET
Accepted
May 19, 4:20 PM ET
Size
22.8 KB