RAMBUS INC·4

Feb 3, 9:17 PM ET

Lynch Desmond 4

4 · RAMBUS INC · Filed Feb 3, 2026

Research Summary

AI-generated summary of this filing

Updated

Rambus (RMBS) CFO Desmond Lynch Receives PRSUs; Withholds 22,105 Shares

What Happened
Desmond Lynch, Senior VP and Chief Financial Officer of Rambus, had 34,554 performance restricted stock units (PRSUs) vest on February 1, 2026. The PRSUs were granted at $0 and each represents a contingent right to one share. To satisfy tax withholding requirements, 22,105 shares were withheld/disposed at an effective per-share value of $113.71, representing $2,513,560 in value.

Key Details

  • Transaction dates: February 1, 2026 (reported Feb 3, 2026).
  • Grant/acquisition: 34,554 PRSUs (code A) at $0.00 per share (vesting contingent on performance and service).
  • Tax withholding/disposition: 22,105 shares (code F) at $113.71 per share = $2,513,560 withheld to cover tax liability.
  • Additional note: 86 shares were acquired under the Rambus 2015 Employee Stock Purchase Plan (footnote).
  • Shares owned after transaction: not specified in the filing.
  • Filing timeliness: Report filed Feb 3, 2026 for a Feb 1, 2026 vesting — no late-filing flag indicated.

Context
PRSUs are performance-contingent awards that convert into shares upon vesting; this filing reflects the vesting event and routine tax-withholding (not an open-market sale). Tax-withholding via share retention is common and does not necessarily indicate a change in insider sentiment.

Insider Transaction Report

Form 4
Period: 2026-02-01
Transactions
  • Award

    Common Stock

    [F1][F2]
    2026-02-01+34,55489,996 total
  • Tax Payment

    Common Stock

    [F3]
    2026-02-01$113.71/sh22,105$2,513,56067,891 total
Footnotes (3)
  • [F1]The shares are represented by performance restricted stock units, or PRSUs, all of which vest on February 1, 2026 based upon assessed achievement of the Company's performance metrics and continued service to the Company through the vesting date. Each PRSU represents a contingent right to receive one share of RMBS common stock.
  • [F2]Includes an exempt transaction of 86 shares acquired through the Rambus, Inc. 2015 Employee Stock Purchase Plan
  • [F3]The shares were withheld to cover the Reporting Person's tax liability in connection with the vesting of restricted stock units, or RSUs.
Signature
/s/ Brian Wu, by power of attorney|2026-02-03

Documents

1 file
  • 4
    ownership.xmlPrimary

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