Rowe David W. 4
4 · Rimini Street, Inc. · Filed Mar 6, 2026
Research Summary
AI-generated summary of this filing
Rimini Street (RMNI) EVP David Rowe Vests Awards, Sells 7,209 Shares
What Happened David W. Rowe, EVP & Chief Marketing Officer of Rimini Street (RMNI), had equity awards convert into 17,125 shares on March 4, 2026 (11,493 RSUs and 5,632 performance units). To satisfy tax-withholding obligations, 7,209 of those shares were automatically sold in the open market at $3.64 per share, producing combined proceeds of $26,261. The transactions reflect award vesting and automatic sell-to-cover activity rather than a voluntary open-market sale by the insider.
Key Details
- Filing date: March 6, 2026; Reported transaction date: March 4, 2026. Filing appears timely.
- Vesting/conversion: 11,493 Restricted Stock Units (RSUs) and 5,632 Earned Performance Units converted into shares (total 17,125).
- Sales (automatic sell-to-cover): 4,838 shares sold for $17,624 and 2,371 shares sold for $8,637, both at $3.64 per share (total proceeds $26,261).
- The Reporting Person did not initiate the sales; they were automatic sell-to-cover transactions to pay withholding taxes (footnotes F1 and F3).
- Vesting schedule/context: these represent one-third vesting of previously granted awards (one-third vested 3/4/26; remaining two-thirds vest ratably in 2027 and 2028 per footnotes F2, F5, F7).
- Shares owned after transaction: not specified in the Form 4.
Context
- These were not purchases; they were vesting/conversion events followed by automatic sell-to-cover transactions for tax withholding (common practice when RSUs or performance units vest).
- For retail investors, such automatic sell-to-cover activity generally reflects tax mechanics rather than a deliberate insider decision to reduce holdings.
Insider Transaction Report
Form 4
Rowe David W.
EVP & Chief Marketing Officer
Transactions
- Exercise/Conversion
Common Stock
2026-03-04+11,493→ 469,282 total - Sale
Common Stock
[F1]2026-03-04$3.64/sh−4,838$17,624→ 464,444 total - Exercise/Conversion
Common Stock
[F2]2026-03-04+5,632→ 470,076 total - Sale
Common Stock
[F3]2026-03-04$3.64/sh−2,371$8,637→ 467,705 total - Exercise/Conversion
Restricted Stock Units
[F4][F5]2026-03-04−11,493→ 22,989 total→ Common Stock (11,493 underlying) - Exercise/Conversion
Performance Units
[F6][F7]2026-03-04−5,632→ 11,264 total→ Common Stock (5,632 underlying)
Footnotes (7)
- [F1]Reported transaction is an automatically-triggered "sell-to-cover" transaction related to the payment of withholding tax obligations pursuant to the Issuer's policy for tax withholdings associated with Restricted Stock Unit vesting events. The Reporting Person did not initiate the sale.
- [F2]Represents one third of the total 16,896 "Earned Performance Units" (as previously reported by the Reporting Person on a Form 4 dated February 20, 2026) under the terms of the Issuer's 2025 Long-Term Incentive Plan based upon the Issuer's achievement against a target "Adjusted EBITDA" performance goal for fiscal year 2025 and the Issuer's achievement against a target "Total Revenue" performance goal for fiscal year 2025, effective as of February 19, 2026 (the date the Issuer filed its Annual Report on Form 10-K for the year ended December 31, 2025).
- [F3]Reported transaction is an automatically-triggered "sell-to-cover" transaction related to the payment of withholding tax obligations pursuant to the Issuer's policy for tax withholdings associated with Performance Unit vesting events. The Reporting Person did not initiate the sale.
- [F4]Each Restricted Stock Unit represents a contingent right to receive one share of the Issuer's Common Stock upon vesting.
- [F5]On March 4, 2025, the Reporting Person was granted 34,482 Restricted Stock Units, one-third of which vested on March 4, 2026. The remaining two-thirds will vest ratably on March 4, 2027, and March 4, 2028, generally subject to the Reporting Person continuing to be a Service Provider (as such term is defined in the Issuer's 2013 Equity Incentive Plan) through the vesting date.
- [F6]Each Performance Unit represents a contingent right to receive one share of the Issuer's Common Stock upon vesting.
- [F7]One-third of the "Earned Performance Units" vested on March 4, 2026. The remaining two-thirds vest ratably on March 4, 2027 and March 4, 2028, generally subject to the Reporting Person continuing to be a Service Provider (as such term is defined in the Issuer's 2013 Equity Incentive Plan) through the applicable vesting date.
Signature
/s/ Celeste Rasmussen Peiffer, as Attorney-in-Fact|2026-03-06