Ravin Seth A. 4
4 · Rimini Street, Inc. · Filed Mar 6, 2026
Research Summary
AI-generated summary of this filing
Rimini Street (RMNI) 10% Owner Seth A. Ravin Exercises Units and Sells Shares
What Happened
- Seth A. Ravin (reported as a 10% owner) had equity units vest/convert and recorded multiple transactions on March 4, 2026. The filing shows Ravin acquired 125,286 shares via exercise/conversion of derivative awards (68,964 + 56,322), sold 52,085 shares in the open market (28,525 and 23,560) at $3.64 per share for total proceeds of $189,735, and gifted 115,000 shares. The sales were automatic “sell-to-cover” transactions to satisfy tax withholding (the reporting person did not initiate the sales).
Key Details
- Transaction date: March 4, 2026; Form 4 filed March 6, 2026 (timely).
- Open-market sales: 28,525 shares @ $3.64 = $103,911; 23,560 shares @ $3.64 = $85,824; total proceeds $189,735.
- Acquisitions via conversion/vesting: 68,964 and 56,322 shares (total 125,286) reported as exercise/conversion of derivative awards at $0 per share.
- Gift: 115,000 shares reported as disposed (no proceeds).
- Net effect from these entries: acquired 125,286 shares and disposed 167,085 shares (52,085 sold + 115,000 gifted) → net decrease of 41,799 shares.
- Footnotes of interest:
- Sell-to-cover tax withholding was automatic (Reporting Person did not initiate) — see F1 and F3.
- The numbers reflect vesting/conversion of RSUs and Earned Performance Units (one-third vesting amounts reported; see F2, F4–F7 for vesting schedules and definitions).
- Shares owned after the transactions: not specified in the filing.
Context
- The filing reflects vesting/conversion of restricted stock units and performance units and automatic sell-to-cover tax withholding — common administrative transactions that do not necessarily indicate a change in insider sentiment. Gifts likewise do not directly signal market views.
- As a 10% owner, Ravin’s trades are material to report but are not the same as executive open-market purchases, which are often watched more closely for bullish signals.
Insider Transaction Report
Form 4
Ravin Seth A.
DirectorPresident, CEO & Chairman10% Owner
Transactions
- Exercise/Conversion
Common Stock
2026-03-04+68,964→ 751,089 total - Sale
Common Stock
[F1]2026-03-04$3.64/sh−28,525$103,911→ 722,564 total - Exercise/Conversion
Common Stock
[F2]2026-03-04+56,322→ 778,886 total - Sale
Common Stock
[F3]2026-03-04$3.64/sh−23,560$85,824→ 755,326 total - Gift
Common Stock
2026-03-04−115,000→ 640,326 total - Exercise/Conversion
Restricted Stock Units
[F4][F5]2026-03-04−68,964→ 137,932 total→ Common Stock (68,964 underlying) - Exercise/Conversion
Performance Units
[F6][F7]2026-03-04−56,322→ 112,643 total→ Common Stock (56,322 underlying)
Holdings
- 10,491,309(indirect: By Trust)
Common Stock
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 168,965 "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 206,896 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]The Performance Units are subject to additional time-based vesting requirements and will vest in three (3) equal installments on March 4, 2026, March 4, 2024 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